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): December 16,
2008
AIRSPAN
NETWORKS INC.
(Exact
name of registrant as specified in its charter)
Washington
(State or
other jurisdiction of incorporation)
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000-31031
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75-2743995
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(Commission
file number)
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(I.R.S.
Employer Identification No.)
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777
Yamato Road, Suite 310, Boca Raton, Florida
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33431
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(Address
of principal executive offices)
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(Zip
code)
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(561)
893-8670
(Registrant’s
telephone number, including area code)
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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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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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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Item
8.01. Other Events.
In a
press release dated December 17, 2008, Airspan Networks Inc. (the “Company”)
announced that in a Special Meeting of Shareholders on December 16, 2008, its
shareholders overwhelmingly approved a potential future reverse stock
split. With close to 85% of eligible votes being cast, shareholders
voted more than 94% to authorize a future reverse stock split. Two
other resolutions were also approved, including amendments to increase by
5,000,000 shares the number of shares of common stock reserved for issuance
under the Employee Stock Purchase Plan and authorization of a stock option
exchange program.
The
shareholders voted to amend the Company’s Articles of Incorporation, giving its
Board of Directors the authority to effect a reverse stock split at a ratio to
be determined within a range of one-for-five shares to one-for-fifteen shares in
order to decrease the number of issued and outstanding shares of common
stock. No set date has been established for a reverse stock split at
this point.
Item
9.01. Financial Statements and Exhibits.
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99.1
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Press
Release dated December 17, 2008 related to reverse stock
split
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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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AIRSPAN
NETWORKS INC.
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Date: December
18, 2008
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By:
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/s/
David Brant
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David
Brant
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Senior
Vice President and Chief Financial Officer
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EXHIBIT
INDEX
99.1 Press
Release dated December 17, 2008