Current Report Filing (8-k)
August 05 2019 - 6:17AM
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): August 5, 2019
INTERPACE
DIAGNOSTICS GROUP, INC.
(Exact
name of Registrant as specified in its charter)
DELAWARE
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0-24249
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22-2919486
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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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Morris
Corporate Center 1, Building C
300
Interpace Parkway,
Parsippany,
NJ 07054
(Address,
including zip code, of Principal Executive Offices)
(855)
776-6419
Registrant’s
telephone number, including area code:
Not
Applicable
(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:
[ ]
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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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.01 par value per share
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IDXG
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The
Nasdaq Stock Market LLC
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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. [ ]
Item
5.08. Shareholder Director Nominations.
Interpace
Diagnostics Group, Inc.’s (the “
Company
”) 2018 annual meeting (the “
2018 Annual Meeting
”)
was held on June 12, 2018. The Company’s Board of Directors has established October 10, 2019 as the date of the Company’s
2019 annual meeting of stockholders (the “
2019 Annual Meeting
”). The 2019 Annual Meeting will be held at 1:00
p.m., Eastern Time at the Umstead Hotel, 100 Woodland Pond Drive, Cary, North Carolina, 27513. Because the date of the 2019 Annual
Meeting has changed by more than 30 days from the anniversary date of the 2018 Annual Meeting, the Company is informing stockholders
of such change.
The
Amended and Restated Bylaws of the Company provide that, if the date of the annual meeting is more than 30 days before or more
than 60 days after the one-year anniversary of the preceding year’s annual meeting (August 12, 2019), advance written notice
of stockholder-proposed business intended to be brought before an annual meeting of stockholders must be received by the Secretary
of the Company not later than the 90th day prior to such annual meeting or, if later, the (10th) tenth day following the day on
which public disclosure of the date of such annual meeting was first made. A new deadline has therefore been set for submission
of proposals by stockholders intended to be included in the Company’s proxy statement for the 2019 Annual Meeting. In order
for a proposal under Rule 14a-8 under the Securities Exchange Act of 1934, as amended, and any notice on Schedule 14N to be considered
timely, it must be received by the Company on or prior to 5:00 p.m. on August 15, 2019. Any proposal received after such
date will be considered untimely.
Proponents
are advised to submit their proposals by certified mail, return receipt requested, addressed to the Company’s Secretary
at the Company’s principal executive offices at Morris Corporate Center 1, Building C, 300 Interpace Parkway, Parsippany,
NJ 07054. Only proposals and nominations meeting the requirements of applicable U.S. Securities and Exchange Commission rules
will be considered for inclusion in the Company’s proxy statement.
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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Interpace
Diagnostics Group, Inc.
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/s/
Jack E. Stover
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Jack
E. Stover
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President
and Chief Executive Officer
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Date:
August 5, 2019
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