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EX-99.1 - EXHIBIT 99.1 - COGENTIX MEDICAL INC /DE/ex99_1.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):  December 10, 2015
 

 
COGENTIX MEDICAL, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
000-20970
13-3430173
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

5420 Feltl Road
Minnetonka, Minnesota
 
 
55343
(Address of principal executive offices)
 
(Zip Code)

(952) 426-6140
(Registrant’s telephone number, including area code)

(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))
 


Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
 
On December 10, 2015, the Board of Directors (the “Board”) of Cogentix Medical, Inc. (the “Company”) changed the Company’s fiscal year from a fiscal year ending March 31 to a fiscal year ending December 31. The change to the Company’s fiscal year is effective as of December 31, 2015.  The change will result in a transition period from March 31, 2015 through December 31, 2015.  In accordance with certain rules promulgated under the Securities Exchange Act of 1934, as amended, the Company will file a Transition Report on Form 10-K with the Securities and Exchange Commission for the nine-month period ending December 31, 2015.
 
Item 7.01. Regulation FD.
 
On December 11, 2015, the Company issued a press release with respect to the change of its fiscal year and reaffirmation of its previously provided guidance. The press release is attached as Exhibit 99.1 to this Form 8-K.
 
In accordance with general instruction B.2 to Form 8-K, the information in this Item 7.01 of Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
 
Item 9.01. Financial Statements and Exhibits.
 
 
(d)
Exhibits.
 
                
Exhibit No.
 
Description
 
99.1
 
Press Release of Cogentix Medical, Inc. dated December 11, 2015.
 
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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.
 
Dated:  December 11, 2015
COGENTIX MEDICAL, INC.
 
         
 
By:
 
/s/ Brett Reynolds
 
 
Name:
 
Brett Reynolds
 
 
Title:
 
Senior Vice President, Chief Financial Officer and Corporate Secretary
 
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COGENTIX MEDICAL, INC.
CURRENT REPORT ON FORM 8-K
 
EXHIBIT INDEX
 
Exhibit No.
 
Description
 
Method of Filing
 
Press Release of Cogentix Medical, Inc. dated December 11, 2015.
 
Filed electronically

 
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