UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 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) November 15, 2006
KOPIN CORPORATION
(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-19882 04-2833935
--------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
200 John Hancock Road, Taunton, MA 02780
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (508) 824-6696
--------------
Check the appropriate box below if the Form 8-K filing is intended to 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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing
-------------------------------------------------------------
Rule or Standard; Transfer of Listing.
--------------------------------------
Kopin Corporation issued a press release on November 21, 2006, a copy
of which is attached as Exhibit 99.1 to this report and incorporated herein by
this reference, in which it announced that on November 15, 2006 it received a
NASDAQ Staff Determination letter indicating that the company is not in
compliance with the NASDAQ continued listing requirements set forth in
Marketplace Rule 4310(c)(14) because it did not timely filed its Quarterly
Report on Form 10-Q for the fiscal quarter ended September 30, 2006. The NASDAQ
letter also indicated that the company's common stock is subject to delisting
from The NASDAQ Global Market unless the company requests a hearing before the
NASDAQ Qualifications Panel. In the press release, the company also announced
that on November 21, 2006 the company requested a hearing before the panel to
review NASDAQ's determination and to request continued listing of its common
stock on The NASDAQ Global Market. Pending the occurrence and resolution of this
hearing, the company's common stock will remain listed on The NASDAQ Global
Market. There can be no assurance that the company's request for continued
listing of its common stock will be granted.
In a Form 8-K filed on November 2, 2006 the company previously
announced that its Board of Directors has appointed a special committee to
review its past stock option practices, that it would not file its Quarterly
Report on Form 10-Q for the quarter ended September 30, 2006 until after the
completion of the special committee's review and that the Form 10-Q probably
would not be filed by the November 10, 2006 filing deadline.
Item 9.01. Financial Statements and Exhibits.
----------------------------------
(d) Exhibits.
---------
99.1 Kopin Corporation Press Release, dated November 21, 2006.
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.
KOPIN CORPORATION
Dated: November 21, 2006 By: /s/ Richard A. Sneider
--------------------------------
Richard A. Sneider
Treasurer and Chief Financial
Officer
(Principal Financial and
Accounting Officer)