UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
July 18, 2012
Date of Report
(Date of earliest event reported)
SOCKET MOBILE, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-13810 | 94-3155066 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
39700 Eureka Drive
Newark, CA 94560
(Address of principal executive offices, including zip code)
(510) 933-3000
(Registrant’s telephone number, including area code)
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))
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
On May 21, 2012, Socket Mobile, Inc. (the “Company”) received a letter from the Listing Qualifications Department of The Nasdaq Stock Market (the “Staff”) confirming that the Company’s stockholders’ equity as of March 31, 2012 of $2,445,759 was below the minimum stockholders’ equity of $2,500,000 required for continued listing on the Nasdaq Capital Market as set forth in Marketplace Rule 5550(b)(1) (the “Rule”). They requested that the Company submit a plan (the “Plan”) by July 5, 2012 to return to compliance with the minimum stockholders’ equity listing requirement. The receipt of this letter was previously reported by the Company in a press release and a Form 10-K on May 25, 2012.
On July 3, 2012, the Company submitted to the Staff a Plan to regain compliance with the Rule. On July 18, 2012, the Staff provided written notification to the Company that the Staff would deny the Company’s request for an extension of time for the Company to regain compliance with the Rule. The Company may appeal this determination which would be reviewed by a Hearings Panel. Absent such appeal, the Company’s common stock will be delisted from the Nasdaq Capital Market at the opening of business on July 27, 2012 and will commence trading on the OTC Markets under its current trading symbol SCKT. The Company does not plan to appeal this determination.
The full text of the Company's press release concerning its receipt of a delisting letter from the Nasdaq Stock Market Listings Qualification Department and expectations of commencing trading on the OTC Markets is furnished with this report as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press release dated July 24, 2012 |
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.
| SOCKET MOBILE, INC. | |||
| By: | /s/ David W. Dunlap | ||
|
Name: David W. Dunlap Vice President, Finance and Administration and Chief Financial Officer | |||
Date: July 24, 2012
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press release dated July 24, 2012 |
Exhibit 99.1
Socket Mobile Common Stock to Begin Trading on the OTC Markets
NEWARK, Calif., - July 24, 2012 - Socket Mobile, Inc. (NASDAQ: SCKT) announced today that the Company’s common stock will begin trading on the OTC Markets commencing on Friday, July 27, 2012. The shares will trade under the Company’s current symbol, SCKT. The Company has applied to trade on the OTCQX tier of the OTC Markets and will initially trade on the OTCQB tier until the processing of its application has been completed and approved. Investors will be able to view the Real Time Level II stock quotes for SCKT at http://www.otcmarkets.com/stock/SCKT/quote. Trading of the Company’s common stock on the Nasdaq Capital Market will be suspended at the opening of business on July 27, 2012.
On May 21, 2012 the Company received a letter from the Listing Qualifications Department of The NASDAQ Stock Market indicating that the Company failed to comply with the minimum stockholders’ equity requirement of $2,500,000 for continued listing on the NASDAQ Capital Market set forth in Marketplace Rule 5550(b)(1). On July 3, 2012, the Company submitted a plan requesting an extension of time to regain compliance. On July 18, 2012, the Company’s request for an extension of time was denied and the Company was notified that its stock would be delisted from the Nasdaq Capital Market at the opening of the markets on July 27, 2012. The Company does not plan to appeal this determination.
About OTC Markets Group, Inc.
OTC Markets Group, Inc. (OTCQX: OTCM) operates the world's largest OTC marketplace for equity securities. Our OTC Link trading system delivers price transparency in over 10,000 securities and enables direct interaction between broker-dealers that provide liquidity and execution services. We organize the marketplace by categorizing the wide spectrum of OTC-traded companies into three tiers: OTCQX - The Intelligent Marketplace for the Best OTC Companies; OTCQB - The Venture Marketplace; and OTC Pink - The Open Marketplace. Our information-driven platform makes it easy for investors to trade at the best price through the broker of their choice and empowers companies to build the best markets for their investors. To learn more about our Open, Transparent, and Connected marketplace, visit www.otcmarkets.com.
About Socket Mobile
With 20 years of experience in the Automatic Identification and Data Capture (AIDC) market, Socket makes mobile computing and productivity work. The company offers a family of handheld computers and an extensive portfolio of AIDC peripherals specifically designed to increase productivity and drive operational efficiencies in healthcare, hospitality and other business mobility deployments. The company also offers OEM solutions for the mobile device market. Socket is headquartered in Newark, Calif. and can be reached at 510-933-3000 or www.socketmobile.com. Follow Socket Mobile on Twitter @socketmobile and subscribe to sockettalk.socketmobile.com, the company’s official blog.
| Socket Media Contact: | Socket Investor Contact: | Investor Relations Contact: |
| Angela Slate | Dave Dunlap | Todd Kehrli / Jim Byers |
| PR and Marcom Specialist | Chief Financial Officer | MKR Group, Inc. |
| 510-933-3055 | 510-933-3035 | 323-468-2300 |
| angela@socketmobile.com | dave@socketmobile.com | sckt@mkr-group.com |
Socket and SoMo are registered trademarks of Socket Mobile. All other trademarks and trade names contained herein may be those of their respective owners. © 2012, Socket Mobile, Inc. All rights reserved.
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