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
September 4, 2015
Date of Report (date of earliest event reported)
LEAPFROG ENTERPRISES, INC.
(Exact name of registrant as specified in its charter) |
|
Delaware
(State or other jurisdiction
of incorporation) | 1-31396
(Commission
File Number) | 95-4652013
(IRS Employer
Identification No.) |
6401 Hollis Street, Suite 100
Emeryville, California 94608-1463
(Address of principal executive offices) (Zip Code)
(510) 420-5000 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 September 4, 2015, LeapFrog Enterprises, Inc. (the “Company”) was notified by the New York Stock Exchange (“NYSE”) that the average closing price of the Company’s common stock had fallen below $1.00 per share over a consecutive 30 trading-day period, which is the minimum average share price for continued listing on NYSE under Rule 802.01C of the NYSE Listed Company Manual.
Under NYSE rules, the Company has six months following receipt of the notification to regain compliance with the minimum share price requirement. The Company plans to notify the NYSE of its intent to cure the deficiency and restore its compliance with the listing standards of Section 802.01C. The notice has no immediate impact on the listing of the Company’s common stock, which will continue to be listed and traded on the NYSE during this period, subject to the Company’s compliance with other listing standards.
As required under NYSE rules, the Company issued a press release on September 4, 2015, announcing that it had received the notice of noncompliance. A copy of this press release is attached as Exhibit 99.1 to this Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
The following exhibit is filed herewith:
Exhibit Number | Description |
| 99.1 | Press release dated September 4, 2015 entitled “LeapFrog Receives Continued Listing Standard Notice From NYSE” |
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.
| | LeapFrog Enterprises, Inc. |
| | |
| | |
| | By: | /s/ Raymond L. Arthur | |
| Date: September 4, 2015 | | Raymond L. Arthur |
| | | Chief Financial Officer |
| | |
EXHIBIT INDEX
Exhibit Number | Description |
| 99.1 | Press release dated September 4, 2015 entitled “LeapFrog Receives Continued Listing Standard Notice From NYSE” |
