Current Report Filing (8-k)
September 05 2017 - 4:09PM
Edgar (US Regulatory)
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): September 5,
2017
UBIQUITI NETWORKS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation)
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001-35300
(Commission File Number)
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32-0097377
(IRS Employer Identification No.)
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685 Third Avenue, 27th Floor,
New York, NY 10017
(Address
of principal executive offices, including zip code)
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(646) 780-7958
(Registrant’s telephone number, including area
code)
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N/A
(Former name or former address, if changed since last
report)
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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))
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.
☐
On
March 3, 2017, the Board of Directors of Ubiquiti Networks, Inc.
(the “Company”) approved a $50 million stock repurchase
program (the “Prior Program”). The Prior Program
expires on March 31, 2018. As of September 5, 2017, the Company had
$1,254,358.66 available under the Prior Program.
On
September 5, 2017, the Board of Directors of the Company approved a
$50 million stock repurchase program (the “New
Program”). Under the New Program, the Company may repurchase
up to $50 million of its common stock. The New Program expires on
September 30, 2018. As part of the New Program, shares may be
purchased in open market transactions, including through block
purchases, through privately negotiated transactions, or pursuant
to any trading plan that may be adopted in accordance with Rule
10b5-1 of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”). The timing, manner, price and amount
of any repurchases will be determined in the Company’s
discretion and the New Program may be suspended, terminated or
modified at any time for any reason. The New Program does not
obligate the Company to acquire any specific number of shares, and
all open market repurchases will be made in accordance with Rule
10b-18 of the Exchange Act, which sets certain restrictions on the
method, timing, price and volume of open market stock
repurchases.
SIGNATURES
Pursuant to the
requirements of the Exchange Act, the registrant has duly caused
this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Ubiquiti Networks,
Inc.
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Date:
September 5,
2017
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By:
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/s/ Robert J.
Pera
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Name:
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Robert J.
Pera
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Title:
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Chief Executive
Officer
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