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): July 2, 2012
DIAMOND FOODS, INC.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 000-51439 | | 20-2556965 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| |
600 Montgomery Street, 13th Floor San Francisco, California | | 94111 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (415) 445-7444
(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:
| ¨ | 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)) |
The NASDAQ Stock Market LLC (“Nasdaq”) has informed Diamond Foods, Inc. (“Diamond”) that the Nasdaq Hearings Panel has approved Diamond’s request for a stay of delisting pending Diamond’s Nasdaq hearing, which is scheduled for July 26, 2012. This statement is a forward-looking statement and therefore subject to uncertainty. The outcome of Diamond’s Nasdaq hearing is inherently uncertain. There can be no assurance that Nasdaq will grant Diamond’s request that its common stock be allowed to remain listed after its hearing. Nor can there be any assurance that Diamond will complete its financial restatement or file its delayed periodic reports with the SEC, or future filings, or hold its annual meeting of stockholders, on the schedule that it expects.
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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| | DIAMOND FOODS, INC. |
| | |
| Date: July 2, 2012 | | By: | | /s/ Stephen E. Kim |
| | | | Name: Stephen E. Kim |
| | | | Title: Senior Vice President, General Counsel and Human Resources |
