8-K 1 tv525209_8k.htm FORM 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)

July 9, 2019

 

NAPCO SECURITY TECHNOLOGIES, INC.

(Exact name of registrant as specified in charter)

 

Delaware   0-10004   11-2277818

(State or other jurisdiction of

incorporation)

  (Commission File Number)   (IRS Employer Identification No.)

 

333 Bayview Avenue, Amityville, New York 11701

(Address of principal executive offices)

 

Registrant's telephone number, including area code (631) 842-9400

 

____________________________________________________

(Former name and former address if changed from last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.01 per share   NSSC   Nasdaq Stock Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (section 240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

 

 

 

 

  

Item 3.01.     Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

 

On July 9, 2019, Napco Security Technologies, Inc. (the “Company”) received a letter from Nasdaq in response to its filing of a Form 8-K on July 2, 2019 and a letter to NASDAQ on July 2, 2019 which disclosed that that one of its independent directors, Mr. Arnold Blumenthal, had passed away. In its July 9, 2019 letter, NASDAQ informed the Company (as it previously disclosed) that Mr. Blumenthal’s passing resulted in the Company becoming non-compliant with Nasdaq’s independent director and audit committee requirements as set forth in Listing Rule 5605. In its July 9, 2019 letter, Nasdaq gave the Company until the earlier of the Company’s next annual shareholders’ meeting or June 29, 2020; or, if the next annual shareholders’ meeting is held before December 26, 2019, then the Company must evidence compliance no later than December 26, 2019 in order to become compliant.  

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunder duly authorized.

 

    NAPCO SECURITY TECHNOLOGIES, INC.
    (Registrant)
     
Date:July 12, 2019 By: /s/ Kevin S. Buchel
      Kevin S. Buchel
      Senior Vice President and Chief Financial Officer