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
Date of Report (Date of earliest event reported): January 3, 2006
TIER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | | 000-23195 | | 94-3145844 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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10780 Parkridge Blvd., 4th Floor Reston, Virginia | | 20191 |
| (Address of principal executive offices) | | (Zip Code) |
(571) 382-1000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:
| ¨ | Written communication pursuant to Rule 425 under the Securities act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CRF 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communication 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 January 3, 2006, Tier Technologies, Inc. (the “Company”) received a NASDAQ Staff Determination letter indicating that the Company is not in compliance with the NASDAQ requirements for continued listing set forth in NASDAQ Marketplace Rule 4310(c)(14) with respect to the Company’s failure to file its Annual Report on Form 10-K for the year ended September 30, 2005 (the “Annual Report”) with the Securities and Exchange Commission.
NASDAQ rules permit the Company to request a hearing with a NASDAQ Listing Qualifications Panel to appeal NASDAQ’s decision to delist the Company’s common stock. The Company intends to make such an appeal. The Company’s common stock will remain listed on the NASDAQ National Market pending the outcome of such appeal. The Company previously announced the delayed filing of its Annual Report to provide additional time to complete the Company’s financial statements. While the Company is working diligently to file its Annual Report as promptly as possible, the Company can provide no assurance that the NASDAQ Listing Qualifications Panel will grant the Company’s request for continued listing.
On January 6, 2006, the Company issued a press release, attached to this Current Report on Form 8-K as Exhibit 99.1, reporting that the Company received the letter from the NASDAQ Stock Market described in this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits
See Exhibit Index attached hereto.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| TIER TECHNOLOGIES, INC. |
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| By: | | /s/ David E. Fountain
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| Name: | | David E. Fountain |
| Title: | | Chief Financial Officer |
Date: January 6, 2006
EXHIBIT INDEX
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Exhibit No.
| | Description
|
| 99.1 | | Press Release dated January 6, 2006 |
