Current Report Filing (8-k)
June 20 2017 - 4:44PM
Edgar (US Regulatory)
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)
June
14, 2017
Digital Turbine, Inc.
(Exact Name of Registrant as Specified in
Its Charter)
Delaware
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001-35958
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22-2267658
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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1300 Guadalupe Street Suite # 302, Austin TX
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78701
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(Address of Principal Executive Offices)
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(Zip Code)
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(512) 387-7717
(Registrant’s Telephone Number, Including
Area Code)
(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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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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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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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
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Item 2.02
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Results of Operations and Financial Condition.
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On June 14, 2017, Digital Turbine, Inc. (the “Company”)
issued a press release announcing financial results for the fourth quarter and full year of fiscal 2017. On that same date, we
held an earnings conference call, the recording of which is available on our website. A transcript of that conference call is also
attached as Exhibit 99.2. Both of the exhibits are incorporated herein by reference. In accordance with General Instruction B.2
of Form 8-K, the information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed to be "filed"
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject
to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document
filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference
in such filings.
This Form 8-K contains statements that are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations,
estimates and projections about our business based, in part, on assumptions made by management. These statements are not guarantees
of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes
and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors
and risks discussed from time to time in our SEC filings and reports. In addition, such statements could be affected by general
industry and market conditions and growth rates, and general domestic and international economic conditions. Such forward-looking
statements speak only as of the date on which they are made and we do not undertake any obligation to update any forward-looking
statement to reflect events or circumstances after the date of this release.
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Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
Exhibit
No.
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Description
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99.1
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Press release dated June 14, 2017, as issued by Digital Turbine, Inc. announcing financial results.
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99.2
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Transcript of earnings conference call of Digital Turbine, Inc. on June 14, 2017.
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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 thereunto duly authorized.
Dated: June 20, 2017
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Digital Turbine, Inc.
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By:
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/s/ Barrett Garrison
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Barrett Garrison
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Executive Vice President, Chief Financial Officer
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EXHIBIT INDEX
Exhibit
No.
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Description
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99.1
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Press release dated June 14, 2017, as issued by Digital Turbine, Inc. announcing financial results.
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99.2
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Transcript of earnings conference call of Digital Turbine, Inc. on June 14, 2017.
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