QUANTUM CORP /DE/ false 0000709283 0000709283 2022-03-29 2022-03-29

 

 

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): March 29, 2022

 

 

Quantum Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-13449   94-2665054

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

224 Airport Parkway Suite 550  
San Jose, CA   95110
(Address of principal executive offices)   (Zip Code)

(408) 944-4000

(Registrant’s telephone number, including area code)

N/A

(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:

 

 

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 $0.01 per share   QMCO   The Nasdaq Stock Market LLC

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 8.01. Other Events.

On March 29, 2022, Quantum Corporation (the “Company”) issued a press release announcing the commencement of its previously announced rights offering to holders of its common stock and certain outstanding warrants to purchase shares of its common stock outstanding as of March 25, 2022 (the “Rights Offering”). A copy of the press release is attached hereto as Exhibit 99.5 and incorporated by reference herein.

In connection with the Rights Offering, the Company is filing items included as Exhibits 4.1 and 99.1 through 99.4 to this Current Report on Form 8-K for the purpose of incorporating such items as exhibits to the Company’s Registration Statement on Form S-3 (File No. 333-250976), of which the prospectus supplement dated March 29, 2022 relating to the Rights Offering forms a part.

Item 9.01 Financial Statements and Exhibits.

 

Exhibits
Number
  

Description

4.1    Form of Rights Certificate.
99.1    Form of Instructions as to Use of Rights Certificates.
99.2    Form of Letter to Stockholders and Eligible Warrant Holders who are Record Holders.
99.3    Form of Letter to Custodian Banks, Brokers, Dealers, and Other Nominees.
99.4    Form of Notice to Clients of Custodian Banks, Brokers, Dealers, or Other Nominees.
99.5    Press Release dated March 29, 2022.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURE

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.

 

Date: March 29, 2022     QUANTUM CORPORATION
    By:  

/s/ Brian E. Cabrera

    Name:   Brian E. Cabrera
    Title:   Senior Vice President, Chief Legal and Compliance Officer, and Secretary