8-K
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 25, 2016
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ACACIA RESEARCH CORPORATION |
(Exact name of registrant as specified in its charter) |
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Delaware | 000-26068 | 95-4405754 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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520 Newport Center Drive Newport Beach, California | 92660 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (949) 480-8300
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Not applicable |
(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 (see General Instruction A.2. below):
[ ] 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 2.02. Results of Operations and Financial Condition.
On February 25, 2016, Acacia Research Corporation (the "Company") issued a press release announcing its earnings for the three months and the year ended December 31, 2015. A copy of that release is furnished as Exhibit 99.1 to this report.
Item 7.01 Regulation FD Disclosure.
On February 23, 2016, the Board of Directors (the “Board”) of the Company eliminated the Company’s dividend policy that provided for the discretionary payment of a total annual cash dividend of $0.50 per common share, payable in the amount of $0.125 per share per quarter, effective as of February 23, 2016. The Board eliminated the dividend policy due to a number of factors, including the Company’s financial performance and its available cash resources, the Company’s cash requirements and alternative uses of cash that the Board concluded would represent an opportunity to generate a greater return on investment for the Company.
The information in this Current Report on Form 8-K and the exhibit attached hereto as Exhibit 99.1 are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K and the exhibit attached hereto as Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, regardless of any general incorporation by reference language in such filings, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
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| (c) | Exhibits. |
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| | 99.1 Press Release dated February 25, 2016 of the Registrant. |
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.
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| | ACACIA RESEARCH CORPORATION |
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Date: February 25, 2016 | By: | /s/ Marvin Key |
| | Name: Marvin Key |
| | Title: Interim Chief Executive Officer |
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Exhibit Index
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Exhibit Number | Description |
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99.1 | Press Release dated February 25, 2016 of the Registrant. |