Current Report Filing (8-k)
January 19 2021 - 8:04AM
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) January
14, 2021
Technical Communications
Corporation
(Exact name of registrant as specified in
its charter)
Massachusetts
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001-34816
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04-2295040
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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100 Domino Drive, Concord, MA
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01742
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code (978)
287-5100
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 or to be 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
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TCCO
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NASDAQ Capital Market
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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 (17 CFR §230.405) or Rule 12b-2 of
the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 3.01
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Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of
Listing.
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On January 14, 2021, Technical Communications
Corporation (the “Company”) received a delisting determination letter from the Listing Qualifications department of
the Nasdaq Stock Market (“Nasdaq”), notifying the Company that because the Company had informed Nasdaq it would be
unable to provide a plan to regain compliance with Listing Rule 5550(b) (the “Rule”) within the required timeframe,
trading of the Company’s common stock will be suspended at the opening of business on January 25, 2021. Nasdaq also indicated
it will file a Form 25-NSE with the Securities and Exchange Commission, which will remove the Company’s securities from listing
and registration on the exchange.
Previously on December 31, 2020, the Company
received notice from Nasdaq that because the Company failed to maintain a minimum of $500,000 in net income from continuing operations
in the most recently completed fiscal year, or two of the last three fiscal years, and since the Company did not meet the alternatives
of market value of listed securities or stockholders’ equity, the Company no longer complied with Listing Rule 5550(b) for
continued listing. The Company subsequently determined it would be unable to regain compliance with the Rule within the specified
timeframe and informed Nasdaq on January 13, 2021 that it would not be submitting a compliance plan.
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Item 9.01
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Financial Statements and Exhibits.
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a.
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Financial statements of businesses acquired. Not applicable.
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b.
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Pro forma financial information. Not applicable.
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c.
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Shell company transactions. Not applicable.
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d.
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Exhibits. Not applicable.
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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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Technical Communications Corporation
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Dated: January 19, 2021
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By:
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/s/ Carl H. Guild, Jr.
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Carl H. Guild, Jr.
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President and Chief Executive Officer
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