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gnulaw (52.06)

[Update1] Two Langone 'Partners' and Geeknet (GKNT) Directors Resign. GKNT Receives Notice of Delisting...Shareholder(s) Allege Gross Negligence, Undue Influence, Conspiracy to Defraud, SEC Rule 10b-5 Violation(s)...Urge SEC Investigation. Story Developin

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August 11, 2010 – Comments (1) | RELATED TICKERS: GKNT , BBY , YHOO

Two Langone 'Partners' and Geeknet (GKNT) Directors Resign.  GKNT Receives Notice of Delisting...Shareholder(s) Allege Gross Negligence, Undue Influence, Conspiracy to Defraud, SEC Rule 10b-5 Violation(s). 


11-Aug-2010 
SEC Form 8-K 
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; 
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Resignation of Directors

On August 10, 2010, Robert Bowman and Michael Sileck resigned as members of the Board of Directors (the "Board") of Geeknet, Inc. (the "Company"). The resignations were not due to or related to any disagreement with the Company on any matter relating to the Company's operations, policies or practices.

The resignations reduced the audit committee from three independent directors to one, resulting in non-compliance with the audit committee requirement for continued listing on NASDAQ Stock Market ("NASDAQ"). Specifically, NASDAQ Listing Rule 5605 requires that the audit committee be comprised of at least three independent directors. However, consistent with Listing Rule 5605(c)(4), we believe NASDAQ will give the Company a cure period to regain compliance. The Company plans to conduct a thorough recruitment and evaluation process to find suitable replacements.

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Reference:

(August 10, 2010) Breaking News...Three (more) Senior Officers (COO, CTO, CMO) terminated from Geeknet (GKNT) fka (LNUX)...story developing.

 

 

 

1 Comments – Post Your Own

#1) On August 13, 2010 at 7:07 PM, gnulaw (52.06) wrote:

Geeknet Files an Amended SEC Form 8-K/A August 13th, 2010 addressing delisting notice...

 

EXPLANATORY NOTE

On August 10, 2010, Geeknet, Inc. (the “Company”) filed a Form 8-K (the “Original Filing”) to report that Robert Bowman and Michael Sileck resigned as members of the Board of Directors (the “Board”) of the Company and that as a result of such resignations, the audit committee of the Board (the “Audit Committee) has been reduced from three independent directors to one, resulting in non-compliance with the audit committee requirement for continued listing on NASDAQ Stock Market ("NASDAQ").  The Company is amending the Original Filing to provide an update with respect to its discussions with NASDAQ.


Item 3.01     Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing


On August 11, 2010, the Company notified the staff of the NASDAQ Listing Qualifications Department of its non-compliance with the provisions of NASDAQ Listing Rule 5605(c)(2)(A).  The Company indicated that although the Company is seeking qualified candidates to serve on the Board and the Audit Committee and is planning to fill such vacancies by August 25, 2010, the Company intends to appoint at least one director by August 25, 2010 and avail itself of the cure period set forth in NASDAQ Listing Rule 5605(c)(4)(B) if necessary.  The Company further indicated that it expects to regain compliance with the provisions of NASDAQ Listing Rule 5605(c)(2)(A) as soon as reasonably practicable.

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