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): February 26, 2010 (February 26,
2010)
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Remote
Dynamics, Inc.
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(Exact
name of registrant as specified in its
charter)
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Delaware
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0-26140
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51-0352879
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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400
Chisholm Place, Suite 411, Plano, Texas
75075
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(Address
of principal executive offices)
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(214)
440-5200
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(Registrant's
telephone number)
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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 Instructions 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))
Item
8.01. Other Events
On
February 26, 2010, Remote Dynamic’s Inc. filed to deregister its common stock
and suspend reporting obligations under the Securities Exchange Act of 1934 by
filing a Form 15 with the Securities and Exchange Commission. A
copy of the company’s February 26, 2010 press release, attached hereto as
Exhibit 99.1, is incorporated by reference.
Item
9.01. Financial Statements and Exhibits
(c) Exhibits:
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Exhibit
No.
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Description
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99.1
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Press
Release, dated February 26,
2010
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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.
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REMOTE
DYNAMICS, INC.
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Date:
February 26, 2010
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By:
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/s/ Gary
Hallgren
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Name:
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Gary
Hallgren
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Title:
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Chief
Executive Officer
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Contact:
Gary
Hallgren
Chief
Executive Officer
214-440-5202
contact@remotedynamics.com
www.remotedynamics.com
February 26
th
,
2010
Remote Dynamics
Files Form 15 with Securities and
Exchange Commission
Remote Dynamics, Inc.
(OTCBB:
RMTD
) (the "Company") today announced that
it has filed a Form 15 with the Securities and Exchange Commission ("SEC") to
voluntarily deregister the Company's common stock and suspend its’ reporting
obligations under the Securities Exchange Act of 1934. The Company expects
the
deregistration
to become effective within 90 days
of filing with the SEC; however, it will no longer file current or periodic
reports with the SEC, effective immediately.
As a
result of deregistration, the Company's common stock will not be eligible for
trading on any national exchange or the OTC Bulletin Board; however, the common
stock may be eligible for quotation on the Pink Sheets by broker dealers.
There can be no certainty of such
quotations in the future unless market-makers continue supporting
a market in the Company's
shares.
The Company's Board of Directors
determined that the costs and other burdens of remaining a public company
outweigh the advantages to the Company and its shareholders based on a number of
factors including:
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·
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The Company's
small shareholder base (less than 40 shareholders of
record)
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·
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The nature and
extent of trading in the Company's
stock
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·
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The valuation the
market is placing on the
stock
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·
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The significant
costs, both direct and indirect, of preparing and filing the periodic
reports and forms a public company is required to file with the
SEC
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·
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The substantial increases in those
costs arising from the implementation and maintenance of new requirements
imposed by the
Sarbanes-Oxley Act
of 2002
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As a result of deregistration, the
Company will no longer file certain reports and forms with the SEC, including
forms 10-K, 10-Q and 8-K.
About Remote Dynamics, Inc.: Remote
Dynamics, Inc. markets, sells and supports a state-of-the-art asset tracking and
fleet management solution that contributes to higher customer revenues, enhanced
operator efficiency and improved cost control. Combining the technologies of the
global positioning system (GPS) and wireless communications, the company's
solution improves our customers' operating efficiencies through real-time status
information, exception-based reporting, and historical analysis. The company is
based in Plano, Texas. More information about Remote Dynamics is available
online at
www.remotedynamics.com
.