Current Report Filing (8-k)
May 01 2018 - 4:10PM
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)
May
1, 2018
______________
Quotient Technology Inc.
(Exact
name of registrant as specified in its charter)
______________
Delaware
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001-36331
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77-0485123
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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400 Logue Avenue
Mountain
View, California 94043
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(Address of principal executive
offices)
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(650) 605-4600
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(Registrant’s telephone number,
including area code)
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Not Applicable
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(Former name or former address,
if changed since last report)
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______________
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))
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.
⊠
Item 2.02 Results of Operations and Financial Condition
On May 1, 2018, Quotient Technology Inc., (the “
Company
”)
issued a press release regarding its financial results for the first
quarter ended March 31, 2018. The press release is furnished herewith as
Exhibit 99.1 and is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure
The Company issued a press release, dated May 1, 2018, regarding the
Company’s financial results, among other things. The press release is
furnished herewith as Exhibit 99.1.
The information set forth under Item 2.02 and in the press release
attached hereto shall not be deemed “filed” for purposes of the
Securities Exchange Act of 1934, as amended, or incorporated by
reference in any filing under the Securities Act of 1933, as amended,
regardless of any general incorporation language in such filing, unless
expressly incorporated by specific reference in such filing.
Item 8.01 Other Events
Quotient Technology Inc. Stock Repurchase Program
On May 1, 2018, the Company announced a stock repurchase program
pursuant to which the Company is authorized to repurchase up to $100.0
million of the Company’s common stock from May 5, 2018 through May 4,
2019, unless earlier terminated by the Board of Directors of the
Company. Stock repurchases may be made from time to time in open market
transactions or privately negotiated transactions, and the Company may
use a plan that is intended to meet the requirements of SEC Rule 10b5-1
to enable stock repurchases to occur during periods when the trading
window would otherwise be closed. The timing of any repurchases and the
actual number of shares repurchased will depend on a variety of factors.
The Company may suspend, modify or terminate this repurchase program at
any time without prior notice. The Company issued a press release on May
1, 2018 to announce the adoption of the stock repurchase program. The
press release is furnished herewith as Exhibit 99.1 and is incorporated
herein by reference.
Item 9.01. Financial Statements and 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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Quotient Technology Inc.
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By:
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/s/ Connie Chen
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Connie Chen
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General Counsel
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Date: May 1, 2018
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