Current Report Filing (8-k)
February 16 2021 - 7:37AM
Edgar (US Regulatory)
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2021-02-15
2021-02-15
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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):
February 15, 2021
TELIGENT, INC.
(Exact Name of Registrant as Specified in
its Charter)
Delaware
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001-08568
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01-0355758
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(State or other jurisdiction
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(Commission File Number)
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(I.R.S. Employer
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of incorporation)
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Identification No.)
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105 Lincoln Avenue
Buena, New Jersey 08310
(Address of Principal Executive Offices)(Zip
Code)
Registrant’s telephone number, including
area code: (856) 697-1441
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 (see General
Instruction A.2. below):
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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, par value $0.01 per share
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TLGT
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The NASDAQ Stock 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 (§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 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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On February 15, 2021, William S. Marth was appointed to the
board of directors (the “Board”) of Teligent, Inc. (the “Company”). In connection with his appointment
to the Board, Mr. Marth was appointed as a member of the Board’s Nominating and Corporate Governance Committee and Organization
and Compensation Committee.
There are no arrangements or understandings between Mr. Marth
and any other persons pursuant to which Mr. Marth was selected as a member of the Board, and there are no transactions between
Mr. Marth and the Company that would be reportable under Item 404(a) of Regulation S-K.
Mr. Marth will receive compensation for his service as a member
of the Board in accordance with the Company’s non-executive director compensation policy, which is described under the caption
“Executive Officer and Director Compensation” in the Proxy Statement for the 2020 Annual Meeting of Stockholders
of the Company as filed with the Securities and Exchange Commission on June 10, 2020, and will be reimbursed for reasonable expenses
incurred in connection with his service on the Board. In addition, the Company will enter into its standard form of director and
officer indemnification agreement with Mr. Marth.
On February 16, 2021, the Company issued
a press release in connection with the appointment of Mr. Marth to the Board, a copy of which is attached as Exhibit 99.1 to this
Current Report on Form 8-K.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
SIGNATURES
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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TELIGENT, INC.
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Date: February 16, 2021
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By:
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/s/ Philip K. Yachmetz
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Name: Philip K. Yachmetz
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Title: Chief Legal Officer and Corporate Secretary
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