SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 17, 2018 (August 15, 2018)
(Exact name of registrant as specified in
|(State or other jurisdiction of
|(Commission File Number)
||(IRS Employer Identification No.)|
|240 S. Pineapple Avenue, Suite 701, Sarasota, FL
|(Address of principal executive offices)
Registrant's telephone number, including
area code: (941) 953-9035
(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):
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)
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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 x
If an emerging growth company, indicate by check mark if the
registrant has elected 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.
||Regulation FD Disclosure.|
On August 15, 2018, xG Technology, Inc.
held an earnings call for investors. The transcript used during the earnings call is hereby furnished as Exhibit 99.1 under Item 9.01,
Financial Statements and Exhibits.
The information in this Item 7.01, including
the information set forth in Exhibit 99.1, is deemed to be “furnished” and shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be
deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act. The information
set forth in this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on
Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
Exhibit 99.1 contains,
and may implicate, forward-looking statements regarding the Company, and includes cautionary statements identifying important factors
that could cause actual results to differ materially from those anticipated.
||Financial Statements and Exhibits.|
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: August 17, 2018
||xG TECHNOLOGY, INC.|
||/s/ Roger Branton|
Name: Roger Branton
Title: Chief Executive Officer