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EX-99.1 - EXHIBIT 99.1 - ROSETTA STONE INCa2017q1991.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): May 9, 2017
 
Rosetta Stone Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-34283
 
043837082
(State or Other Jurisdiction
of Incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification Number)
 
1621 North Kent Street, Suite 1200, Arlington, Virginia 22209
(Address of principal executive offices, including zip code)
 
703-387-5800
(Registrant’s telephone number, including area code)
 
1919 North Lynn St., 7th Fl., Arlington, Virginia 22209
(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):
 
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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           






Item 2.02. Results of Operations and Financial Condition.
 
On May 9, 2017, Rosetta Stone Inc. (the "Company"), issued a press release announcing its financial results for the fiscal first quarter ended March 31, 2017.  A copy of the press release is furnished as Exhibit 99.1 to this current report. In addition, there will be a discussion of the results and the Company's outlook during the Company’s investor day webcast at 10:00 a.m. ET on Tuesday, May 9, 2017. The webcast will be available on the Investor Relations page of the Company's website at http://investors.rosettastone.com.

In accordance with General Instruction B.2 of Form 8-K, the information furnished in this Current Report on Form 8-K, including the exhibits attached, 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 they be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or under the Exchange Act, regardless of any general incorporation language in any such filing, except and only to the extent as shall be expressly set forth by specific reference in such filing.
 
Item 9.01. Financial Statements and Exhibits.

(d)
Exhibits.

99.1
Press Release dated May 9, 2017, furnished herewith.



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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.

Date: May 9, 2017 
 
 
 
ROSETTA STONE INC.
 
By:
/s/ Thomas M. Pierno
 
 
Name: Thomas M. Pierno
 
 
Title:  Chief Financial Officer

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EXHIBIT INDEX
 
Exhibit
 No.
 
Description
 
 
 
99.1
 
Press Release dated May 9, 2017, furnished herewith.


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