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8-KThe WireRoutine

Company Update

Filed Jun 30, 2016 · 10y ago · Accession 0001193125-16-638271

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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): June 27, 2016 EMERSON RADIO CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-07731 22-3285224 (State Or Other Jurisdiction Of Incorporation) (Commission File Number) (IRS Employer Identification No.) 3 University Plaza, Suite 405, Hackensack, NJ 07601 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (973) 428-2000 Not Applicable (Former Address, if changed since Last Report) (Zip 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 (see General Instruction A.2. below): ¨ 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)) Item 8.01 Other Events. Emerson Radio Corp. (the “Company”) previously disclosed in its Current Report on Form 8-K filed on June 8, 2016, that it had notified NYSE MKT that the Company was no longer in compliance with the audit committee composition requirements of Section 803(B)(2)(c) of the NYSE MKT Company Guide, which requires that the Audit Committee be comprised of at least two independent directors. The non-compliance was due to the resignation of two independent directors on June 2, 2016, and June 5, 2016, respectively, who had been serving on the Audit Committee. Following such resignations, the Audit Committee had been comprised of one member, Kareem E. Sethi, who is independent. As previously disclosed, on June 7, 2016, NYSE MKT sent the Company an official notification of non-compliance with Section 803(B)(2)(c) of the Company Guide. As disclosed in the Company’s Current Report on Form 8-K filed on June 23, 2016, the Board of Directors of the Company appointed three new directors, Messrs. Christopher W. Ho, Michael Binney and Kin Yuen, effective as of June 19, 2016, to fill existing vacancies on the Board of Directors. Mr. Yuen was determined to be independent by the Board of Directors under the NYSE MKT listing standards and appointed a member of the Audit Committee of the Board of Directors. Following Mr. Yuen’s appointment, the Company’s Audit Committee is now comprised of two independent directors, Messrs. Yuen and Sethi, with Mr. Sethi continuing as the Chairman of the Audit Committee. On June 27, 2016, the Company received a letter from NYSE MKT confirming that the Company has resolved the continued listing deficiency described above and is now in compliance with the continued listing standards of the NYSE MKT. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EMERSON RADIO CORP. By: /s/ Duncan Hon Name: Duncan Hon Title: Chief Executive Officer Dated: June 30, 2016
Filing details
Ticker
MSN
CIK
32621
Form type
8-K
Filing date
Jun 30, 2016
Report date
Jun 27, 2016
Document
d210570d8k.htm
Size
13 KB