bsdm8k20100209.htm
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): February 9, 2010
BSD
MEDICAL CORPORATION
(Exact
name of registrant as specified in its charter)
|
Delaware
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0-10783
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75-1590407
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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2188
West 2200 South
Salt
Lake City, Utah 84119
(Address
of principal executive offices, including Zip Code)
Registrant’s
telephone number, including area code: (801) 972-5555
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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
3.01 Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
On
February 10, 2010, the BSD Medical Corporation (the “Company”) issued a press
release announcing that its Board of Directors (the “Board”) had formed a
Corporate Governance and Nominating Committee comprised of the Board’s four
independent directors: Timothy McQuay, Steven Stewart, Michael Nobel and Douglas
Boyd. Mr. McQuay was appointed by the Board as the chairman of the
Corporate Governance and Nominating Committee. A copy of the press
release is attached as Exhibit 99.1 to this Report.
The Board
took these actions to bring the Company into compliance with Nasdaq listing
rules that require independent director oversight of director
nominations. On February 9, 2010, the Company received a deficiency
notice from the Nasdaq Listing Qualifications staff (“Nasdaq Notice”) advising
the Company that it did not comply with Listing Rule 5605(e) which requires
independent director oversight of director nominations. The Nasdaq
Notice also states that on February 8, 2010, the Company notified the Nasdaq
Listing Qualifications staff that its Board of Directors approved a charter for
and established a Corporate Governance and Nominating Committee comprised solely
of independent directors of the Company and that the staff has determined that
the Company regained compliance with Listing Rule 5605(e).
Item
9.01 Financial
Statements and Exhibits.
(d) Exhibits.
99.1 Press
Release of BSD Medical Corporation dated February 10, 2010.
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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BSD
MEDICAL CORPORATION
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Dated: February
10, 2010
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By:
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/s/
Dennis P. Gauger
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Name:
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Dennis
P. Gauger
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Title:
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Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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99.1
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Press
Release of BSD Medical Corporation dated February 10, 2010
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