UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 16, 2021
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Bottomline Technologies, Inc.
(Exact Name of Registrant as Specified in Charter)
Commission file number: 000-25259
| | | | | | | | |
| Delaware | 02-0433294 |
(State or other jurisdiction of
incorporation or organization) | (I.R.S. Employer
Identification No.) |
| | |
| 325 Corporate Drive | 03801-6808 |
| Portsmouth, | New Hampshire | (Zip Code) |
| (Address of principal executive offices) | |
Registrant’s telephone number, including area code: (603) 436-0700
(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):
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class: | Trading Symbol(s): | Name of each exchange on which registered: |
| Common Stock, $.001 par value per share | EPAY | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On August 16, 2021, the Board of Directors of Bottomline Technologies, Inc. (the “Company”) authorized a stock repurchase program pursuant to which Bottomline may purchase up to $50 million of its common stock (the “Repurchase Program”). The authorization will remain in effect for 12 months. Stock repurchases may be executed pursuant to trading plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934 and through various means, including, without limitation, open market transactions, privately negotiated transactions or tender offers. The Repurchase Program does not obligate the Company to purchase any shares. The authorization for the Repurchase Program may be terminated, increased or decreased by Bottomline’s Board of Directors at any time.
On August 17, 2021, the Company issued a press release announcing the authorization of the Repurchase Program, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| | | | | | | | |
| Exhibit No. | | Description |
| 99.1 | | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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| | BOTTOMLINE TECHNOLOGIES, INC. |
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| August 17, 2021 | By: | /s/ Eric K. Morgan |
| | | Eric K. Morgan |
| | | Executive Vice President, Global Controller |
