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 3, 2005
DIGITAL POWER CORPORATION
(Exact name of registrant as specified in its charter)
California 1-12711 94-1721931
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(State or other (Commission File No.) (I.R.S. Employer
jurisdiction Identification No.)
of incorporation)
41920 Christy Street, Fremont, California 94538
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(Address of principal executive offices) (Zip Code)
(510) 657-2635
(Registrant's telephone number, including area code)
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)) Section 3 - Securities and Trading Markets
Section 3 - Securities and Trading Markets
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing
On May 3, 2005, Digital Power Corp. (the "Company") received a written
notice from the American Stock Exchange (the "AMEX") advising that the Company
was not in compliance with the AMEX's listing requirements (contained in Section
1003(a)(ii) of the AMEX Company Guide) because its has a shareholders equity of
less than $4,000,000 and losses from continuing operations and/or net losses in
three out of its four most recent fiscal years.
In order to maintain its AMEX listing, the Company must submit a recovery
plan by June 3, 2005, advising the AMEX of action it has taken or will take to
bring the Company into compliance with the continued listing standards within a
maximum of 18 months. Acceptance of such plan is in the discretion of the AMEX.
If the plan is accepted, the Company will be able to continue its listing during
the plan period, during which time it will be subject to periodic review to
determine whether it is making progress consistent with the plan. If the Company
is not in compliance with the listing standards at the end of such 18-month
period or fails the periodic reviews, the AMEX will initiate delisting
proceedings.
The Company, at this time, is planning to prepare and submit a plan in
accordance with the AMEX requirements. If the Company's shares of common stock
are de-listed, this may have an effect on the trading market of the Company's
shares.
Section 9 - Financial Statements and Exhibits
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Item 9.01 Financial Statements and Exhibits
Exhibit No. Exhibit Description
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99 Press release dated May 5, 2005, titled
"Digital Power Corporation Reports
Potential Delisting from AMEX"
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.
DIGITAL POWER CORPORATION,
a California Corporation
Dated: May 5, 2005 /s/ Jonathan Wax
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Jonathan Wax,
Chief Executive Officer and President
EXHIBIT INDEX
Exhibit No. Description
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99 Press release dated May 5, 2005, titled
"Digital Power Corporation Reports
Potential Delisting from AMEX"