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) August 16, 2005
Glowpoint, Inc.
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(Exact name of registrant as specified in its Charter)
Delaware 0-25940 77-0312442
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(State or other jurisdiction (Commission (I.R.S Employer
of incorporation) File Number) Identification No.)
225 Long Avenue Hillside, NJ 07205
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (973) 282-2000
Not Applicable
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(Former name or former address, if changed since last report)
ITEM 3.01. NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE
OR STANDARD; TRANSFER OF LISTING.
On August 16, 2005, Glowpoint, Inc. received a letter from the Nasdaq
Listing Qualifications Department indicating that, because of the company's
previously announced delay in timely filing its Quarterly Report on Form 10-Q
for its quarter ended June 30, 2005, Glowpoint is not in compliance with the
filing requirements for continued listing on Nasdaq as set forth in Nasdaq
Marketplace Rule 4310(c)(14). As a result, Glowpoint's common shares are subject
to delisting from the Nasdaq National Market, and the trading symbol for
Glowpoint's common stock was changed from "GLOW" to "GLOWE" at the opening of
business on August 18, 2005.
On August 18, 2005, Glowpoint issued a press release addressing those
matters, which is attached hereto as Exhibit 99.1 to this Form 8-K.
Glowpoint intends to make a timely request for a hearing before a
Nasdaq Listings Qualification Panel to address the filing delay. The Nasdaq
letter informs Glowpoint that this request will result in a postponement of the
delisting of Glowpoint's common shares pending the Panel's decision. Glowpoint
hopes to remedy its filing delay before Nasdaq effects the delisting of
Glowpoint's common shares, but Glowpoint cannot assure that the Panel will grant
a request for continued listing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not Applicable
(b) Not Applicable
(c) Exhibits
Exhibit No. Description
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Exhibit 99.1 Press Release of Registrant dated August 18, 2005.
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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.
GLOWPOINT, INC.
BY: /s/ Gerard E. Dorsey
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Gerard E. Dorsey
Chief Financial Officer and Executive
Vice President, Finance
Date: August 19, 2005
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