8-K 1 form8k.txt FORM 8K (CLARIFICATION OF CEO'S STATEMENTS) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 13, 2004 -------------------------------------------------------------------------------- Date of Report (Date of earliest event reported) NESTOR, INC. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 0-12965 13-3163744 -------------------------- -------------------------------------- (Commission file number) (IRS employer identification number) 400 MASSASOIT AVENUE, SUITE 200 EAST PROVIDENCE, RHODE ISLAND 02914 -------------------------------------------------------------------------------- (Address of principal executive offices) (401) 434-5522 -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. CLARIFICATION OF CEO'S STATEMENTS. ---------------------------------- On July 13, 2004, William B. Danzell, President & Chief Executive Officer of Nestor, Inc. (OTC: NESO), gave an interview to WallSt.net discussing Nestor and its business. In connection with that interview, Nestor wishes to clarify that neither the company, nor its subsidiary, Nestor Traffic Systems, Inc., currently offers a mobile speed detection product. Nestor is currently engaged in discussions with manufacturers of mobile speed detection products, with the objective of securing distribution rights to such a product, but there can be no assurance that the company will be able to obtain distribution rights. To date, there have been no agreements or understandings reached with any manufacturer of mobile speed detection products. In addition, Mr. Danzell's statement during the interview that the company's current cash position was "approximately $4 million" referred to the amount of cash, cash equivalents and marketable equity securities held by the company. A copy of the company's press release relating to the items described above is attached as Exhibit 99.1 and incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits: The following exhibits are filed as part of this report: Exhibit Number Description -------------- ----------- 99.1 Press release dated July 23, 2004 SIGNATURES 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 hereunto duly authorized. NESTOR, INC. (Registrant) By: /s/ Claire M. Iacobucci -------------------------------------- Claire M. Iacobucci Treasurer and Chief Financial Officer Dated: July 23, 2004 EXHIBIT INDEX ------------- Exhibit Number Description -------------- ----------- 99.1 Press release dated July 23, 2004