0001022652 true Updated Item 5.07 0001022652 2023-09-05 2023-09-05 iso4217:USD xbrli:shares iso4217:USD xbrli:shares




Washington, D.C. 20549










Date of Report (Date of earliest event reported): September 5, 2023




(Exact Name of Registrant as Specified in its Charter)


Delaware   001-38358   81-3377646

(State or other jurisdiction

of incorporation)



file number)


(IRS Employer

Identification No.)


9710 Scranton Road, Suite 200

San Diego, California 92121

(Address of principal executive offices) (Zip Code)


Registrant’s telephone number, including area code: (858) 812-3400


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:


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, par value $0.001 per share

Preferred Stock Purchase Rights

INSG 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. ☐









This Form 8-K/A (this “Amendment”) is being filed to amend the Form 8-K filed by Inseego Corp. (the “Company”) on September 8, 2023 (the “Original 8-K”). The Original 8-K was filed with the Securities and Exchange Commission to report the stockholder votes at the Company’s Annual Meeting of Stockholders held on September 5, 2023. The sole purpose of this Amendment is to disclose, in accordance with Item 5.07(d) of Form 8-K, the Board’s decision on the stockholder vote regarding the frequency of advisory votes on executive compensation. Except as set forth herein, no other modifications have been made to the Original 8-K.


Item 5.07 Submission of Matters to a Vote of Security Holders.


(d) At the Annual Meeting, the Company’s stockholders voted on, among other matters, an advisory proposal concerning the frequency of future advisory votes on executive compensation (the “Say on Pay Vote”). As reported in the Original 8-K, the stockholders voted for an annual advisory vote on the frequency of future Say on Pay Votes (the “Frequency Vote”). On October 25, 2023, the Board of Directors of the Company determined, in light of the results of the Frequency Vote, that the Company will include a Say on Pay Vote in its annual meeting proxy materials every year until the next required Frequency Vote is held.























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.



Date: October 30, 2023 By: /s/ Kurt E. Scheuerman  
    Name: Kurt E. Scheuerman  
    Title: Chief Administrative Officer & General Counsel  












Sep. 05, 2023
Cover [Abstract]  
Document Type 8-K/A
Amendment Flag true
Amendment Description Updated Item 5.07
Document Period End Date Sep. 05, 2023
Entity File Number 001-38358
Entity Registrant Name INSEEGO CORP.
Entity Central Index Key 0001022652
Entity Tax Identification Number 81-3377646
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 9710 Scranton Road
Entity Address, Address Line Two Suite 200
Entity Address, City or Town San Diego
Entity Address, State or Province CA
Entity Address, Postal Zip Code 92121
City Area Code (858)
Local Phone Number 812-3400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol INSG
Security Exchange Name NASDAQ
Entity Emerging Growth Company false

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