8-K 1 form8k01805_10282005.htm

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): October 28, 2005

 

NYFIX, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

0-21324

06-1344888

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

 

 

333 Ludlow Street, Stamford, Connecticut 06902

(Address of principal executive offices)

 

Registrant's telephone number, including area code: 203-425-8000

 

 

(Former name or former address, if changed since 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):

 

o           Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o           Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o           Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o           Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

 

Item 2.02.

Results of Operations and Financial Condition.

On October 31, 2005, NYFIX, Inc. announced certain unaudited financial information for the second and third quarters of 2005. The full text of the press release is attached hereto as Exhibit 99.1.

Item 3.01.

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

On October 28, 2005, Nasdaq advised the Company that the Nasdaq Listing Qualifications Panel (“Panel”) had determined to delist the Company’s securities from the Nasdaq National Market effective with the open of business on Tuesday, November 1, 2005. The Company was not in compliance with Nasdaq Marketplace Rule 4310(c)(14) because it was unable to file its Quarterly Report on Form 10-Q for the three months ended June 30, 2005 within the extended deadline previously granted by the Panel. On October 31, 2005, NYFIX, Inc. announced an update to the delisting of its common stock from the Nasdaq National Market System. The full text of the press release is attached hereto as Exhibit 99.1.

Item 9.01.

Financial Statements and Exhibits.

(c)

Exhibits

 

 

Exhibit No.

Exhibits

 

 

 

99.1

Press release of NYFIX, Inc. dated October 31, 2005.

 

 

 

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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 hereunto duly authorized.

 

NYFIX, INC.

 

 

By: /s/ Brian Bellardo                                      

Name: Brian Bellardo

Title: Secretary

Dated: November 1, 2005  

 

 

 

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