SONIM TECHNOLOGIES INC false 0001178697 0001178697 2021-09-14 2021-09-14

 

 

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): September 14, 2021

 

 

Sonim Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-38907   94-3336783

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6500 River Place Boulevard, Bldg. 7, S#250

Austin, TX

  78730
(Address of principal executive offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (650) 378-8100

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):

 

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   SONM  

The Nasdaq Stock Market LLC

(Nasdaq Capital 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:

 

 

 


Item 7.01. Regulation FD Disclosure.

On September 14, 2021, Sonim Technologies, Inc. (the “Company”) issued a press release announcing that it intends to effect a one-for-ten reverse split (the “Reverse Stock Split”) of its issued and outstanding common stock, par value $0.001 per share (“Common Stock”), such that, at the effective time of the Reverse Stock Split, every ten (10) issued and outstanding shares of Common Stock will be converted into one (1) share of Common Stock. The Reverse Stock Split is expected to become effective as of 5:00 p.m. Eastern Time on September 15, 2021, and the Common Stock is expected to begin trading on a split-adjusted basis when the market opens on September 16, 2021. At the Company’s annual meeting of stockholders held on September 29, 2020, the Company’s stockholders approved the amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Common Stock at a ratio of not less than one-for-two and not more than one-for-twelve, with such ratio and the implementation and timing of such reverse stock split to be determined by the Company’s Board of Directors in its sole discretion at any time prior to the first anniversary of such annual meeting. The Company’s Board of Directors has now approved the implementation of the Reverse Stock Split.

A copy of the press release is furnished as Exhibit 99.1 to this report. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.   

Description

99.1    Press Release issued by Sonim Technologies, Inc. on September 14, 2021
104    Cover Page Interactive Data File (embedded within the inline XBRL document).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Sonim Technologies, Inc.
Dated: September 14, 2021     By:  

/s/ Robert Tirva

      Robert Tirva
      President, Chief Financial Officer and Chief Operating Officer