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): April 23, 2024 |
CalAmp Corp.
(Exact name of Registrant as Specified in Its Charter)
| | | | |
Delaware | 0-12182 | 95-3647070 |
(State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
| | | | |
15635 Alton Parkway Suite 250 | |
Irvine, California | | 92618 |
(Address of Principal Executive Offices) | | (Zip Code) |
|
Registrant’s Telephone Number, Including Area Code: (949) 600-5600 |
(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))
Securities registered pursuant to Section 12(b) of the Act:
| | | | |
Title of each class
| | Trading
Symbol(s) | |
Name of each exchange on which registered
|
Common stock, $0.01 per share | | CAMP | | 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).
Emerging growth company ☐
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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On April 23, 2024, CalAmp Corp. (the “Company”) received a letter from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Staff had accepted the Company’s plan to regain compliance with the minimum stockholders’ equity requirement set forth in Nasdaq Listing Rule 5450(b)(1)(A), which requires a minimum of $10,000,000 in stockholders’ equity for continued listing on The Nasdaq Global Select Market (the “Stockholders’ Equity Requirement”).
As previously disclosed, on January 18, 2024, the Staff notified the Company that it no longer satisfied the Stockholders’ Equity Requirement. The Company thereafter submitted a compliance plan for the Staff’s review. The Staff’s acceptance of the Company’s plan provides the Company until July 16, 2024, to demonstrate compliance with the Stockholders’ Equity Requirement.
If the Company fails to demonstrate compliance with the Stockholders’ Equity Requirement within the time allotted, the Company’s Common Stock would be subject to delisting from Nasdaq. In such case, the Company would be entitled to a hearing before the Nasdaq Hearings Panel. The Company’s request for a hearing would stay any delisting action by the Staff at least until the Panel considers the Company’s plan and any extension granted by the Company expires.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| | | |
| | | CALAMP CORP. |
| | | |
Date: | April 24, 2024 | By: | /s/ Jikun Kim |
| | | Jikun Kim
Senior Vice President and CFO
(Principal Financial Officer) |
