UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 7, 2017
ITUS CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 000-11254 | 11-2622630 |
| (State or other jurisdiction | (Commission | (IRS Employer Identification No.) |
| 3150 Almaden Expressway, Suite 250 San Jose, CA | 95118 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (408) 708-9808
(Former name or former address, if changed since last report)
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 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
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Item 1.02 Termination of a Material Definitive Agreement.
On December 7, 2017, ITUS Corporation (the “Company”) delivered notice to B. Riley FBR, Inc. (the “B. Riley FBR”) terminating the At-the-Market Issuance Sales Agreement, dated November 17, 2017 (the “Agreement”), with B. Riley FBR effective as of December 12, 2017. The Agreement permitted the Company to offer and sell up to 3,000,000 shares of the Company’s common stock from time to time in an at-the-market equity program through B. Riley FBR, as sales agent (the “ATM Offering”). The Company did not and will not sell any shares under the Agreement and the Company has no further obligations under the Agreement.
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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.
Dated: December 12, 2017
ITUS CORPORATION
By:/s/ Amit Kumar
Name: Dr. Amit Kumar
Title: President and Chief Executive Officer
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