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): April 27, 2009
(Exact
name of registrant as specified in charter)
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Delaware
(State
or other jurisdiction
of
incorporation)
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000-51642
(Commission
File
Number)
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20-1979646
(I.R.S.
Employer
Identification
Number)
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440 Kings Village Road, Scotts Valley, CA 95066
(Address
of principal executive offices) (Zip Code)
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831-438-2100
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report.)
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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
3.01. Notice of
Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer
of Listing.
On April
27, 2009, we notified The NASDAQ Stock Market that we do not comply with the
audit committee composition requirements under Rule 5605(c)(2)(A) of the Nasdaq
Listing Rules as a result of the resignation of C. Richard Neely, Jr. from our
board of directors and from our audit committee. With this resignation, only two
members of our audit committee remain. In addition, Mr. Neely had been
designated by our board of directors as an “audit committee financial
expert.”
We intend
to regain compliance with the audit committee composition requirements prior to
the expiration of the cure period provided pursuant to Rule 5605(c)(4)(B) of the
Nasdaq Listing Rules.
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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AVIZA
TECHNOLOGY, INC.
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Date: May
1, 2009
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By:
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/s/
Patrick
C. O’Connor
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Patrick
C. O’Connor
Executive
Vice President and Chief Financial Officer
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