Unassociated Document
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):
May 29, 2008
NEONODE
INC.
|
(Exact
name of registrant as specified in its charter)
|
|
|
|
Delaware
|
|
0-8419
|
|
94-1517641
|
(State
or other jurisdiction
|
|
(Commission
File Number)
|
|
(IRS
Employer Identification No.)
|
of
incorporation)
|
|
|
|
|
Warfvingesväg
45, SE-112 51 Stockholm, Sweden
4000
Executive Parkway, Suite 200, San Ramon, CA.
|
|
94583
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
|
Registrant’s
telephone number, including area code:
+468
678 18 50 — Sweden
(925)
355-7700 — USA
|
|
Not
Applicable
|
(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
3.01: NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR
STANDARD; TRANSFER OF LISTING
On
May
29, 2008, Neonode Inc. (the Company) received a NASDAQ Staff deficiency letter
from The NASDAQ Stock Market Listing Qualifications Department stating that
for
the last 10 consecutive business days, the market value of listed securities
of
the Company has been below the minimum $35,000,000 requirement for continued
inclusion under Marketplace Rule 4310 (c)(3)(B) (the "Rule"). The notice further
states that pursuant to Marketplace Rule 4310(c)(8)(C), the Company will be
provided 30 calendar days (or until June 30, 2008) to regain compliance. If,
at
anytime before June 30, 2008, the market value of listed securities of the
Company is $35,000,000 or more for a minimum of 10 consecutive business days,
the Company may regain compliance with the Marketplace Rules if the NASDAQ
staff
determines the Company is in compliance with the Rule. The notice states that
if
compliance with the Rule cannot be demonstrated by June 30, 2008, the NASDAQ
staff will provide written notification that the Company’s securities will be
delisted..
Furthermore,
the notice indicates that the Company does not comply with the alternative
listing requirement to the Rule under Marketplace Rule 4310(c)(3)(A) or
4310(c)(3)(C) which require minimum stockholders’ equity of $2,500,000 or net
income from continuing operations of $500,000 in the most recently completed
fiscal year or in two of the last three most recently completed fiscal years.
The Company has the right to appeal any NASDAQ staff’s determination to delist
its securities to a Listing Qualifications Panel.
A
copy of
the Company’s press release announcing receipt of the notice is attached hereto
as Exhibit 99.1 and is incorporated by reference.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c)
Exhibits.
99.1
Neonode
Inc. Press Release titled “Neonode
Announces Receipt of NASDAQ Non-Compliance Letter,”
dated
June 2,
2008.
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, thereunto
duly authorized.
Dated:
June 2, 2008
|
|
|
|
NEONODE
INC.
|
|
|
|
|
By: |
/s/ David
W
Brunton |
|
David
W Brunton
|
|
Chief
Financial Officer
|
INDEX
TO EXHIBITS
Exhibit
Number
|
|
Description
|
99.1
|
|
Neonode
Inc. Press Release titled “Neonode
Announces Receipt of NASDAQ Non-Compliance Letter,”
dated June 2, 2008.
|