8-K

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

May 12, 2019

Date of Report (Date of earliest event reported)

IMMERSION CORPORATION

(Exact name of Registrant as specified in its charter)

Delaware	001-38334	94-3180138
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. Employer Identification No.)

50 Rio Robles, San Jose, CA	95134
(Address of principal executive offices)	(Zip Code)

(408) 467-1900

(Registrant’s telephone number, including area code)

Not Applicable

(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 obligations 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))

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).  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not 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.  ☐

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
COMMON STOCK PAR VALUE $0.001	IMMR	NASDAQ GLOBAL MARKET

Item 1.01. Entry into a Material Agreement.

On May 12, 2019, Immersion Corporation and certain of its subsidiaries (collectively, “Immersion”) entered into a Settlement and License Agreement (the “Settlement and License Agreement”) with Samsung Electronics Co. Ltd. (“Samsung”), pursuant to which the parties have agreed to terms for resolving all of their existing disputes and Samsung will license Immersion’s patents and software for use in their mobile products. Under the Settlement and License Agreement, Samsung will pay an undisclosed amount of compensation for prior shipments of its devices and quarterly royalties. The term of the Settlement and License Agreement is five years with an option to renew for an additional five years.

Pursuant to the Settlement and License Agreement, Immersion and Samsung have agreed to terms for dismissal by them of all outstanding litigation and other proceedings between these companies and their affiliates, including, without limitation, the civil actions filed in the District Court for the Eastern District of Texas, and the action in the Mannheim District Court. In addition, Samsung will request the termination of the inter parte reviews by the Patent Trial and Appeal Board of the patents in suit and will not oppose Immersion’s appeal of the invalidation decisions by the State Intellectual Property Office of the People’s Republic of China of Chinese Patent No. ZL02821854.X, Chinese Patent No. ZL201210005785.2 and Chinese Patent No. ZL201310253562.2.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Exhibit Title
99.01	Press Release dated May 13, 2019

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.

	IMMERSION CORPORATION
Date: May 13, 2019	By:	/s/Amie Peters
		Name: Amie Peters
		Title: General Counsel

EX-99.01

Exhibit 99.01

Contacts

Media: Inquiries:

Linda Quach, +1-408-350+8832

lquach@immersion.com

Investors:

The Blueshirt Group

Jennifer Jarman

(415) 217-5866

jennifer@blueshirtgroup.com

IMMERSION CORPORATION ANNOUNCES LITIGATION SETTLEMENT, INCLUDING

PATENT AND TECHNOLOGY LICENSE AGREEMENT

San Jose, Calif., May. 13, 2019 – Immersion Corporation (NASDAQ:IMMR), the leading developer and licensor of touch feedback technology, today announced that it agreed to enter into a settlement and license agreement with Samsung Electronics Co., Ltd., resolving the global patent infringement litigation brought by Immersion against Samsung.

“We are delighted to have resolved this litigation and to grant Samsung a license for our patents and advanced haptic technologies,” said Ramzi Haidamus, president and chief executive officer of Immersion. “We are excited to start a new chapter in our partnership with Samsung aimed at delivering high quality haptics in their mobile devices.”

While the terms of the agreement are confidential, the overall settlement and license fall in line with Immersion’s business model of quarterly payments and revenue recognition.

About Immersion (www.immersion.com)

Immersion Corporation (NASDAQ: IMMR) is the leading innovator of touch feedback technology, also known as haptics. The company provides technology solutions for creating immersive and realistic experiences that enhance digital interactions by engaging users’ sense of touch. With more than 3,500 issued or pending patents, Immersion’s technology has been adopted in more than 3 billion digital devices, and provides haptics in mobile, automotive, gaming, medical and consumer electronics products. Immersion is headquartered in San Jose, California with offices worldwide. Learn more at www.immersion.com.

Forward-looking Statements

This press release contains “forward-looking statements” that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause the results of Immersion Corporation and its consolidated subsidiaries to differ materially from those expressed or implied by such forward-looking statements.

All statements, other than the statements of historical fact, are statements that may be deemed forward-looking statements including, but not limited to, the statement regarding a new chapter in our partnership with Samsung.

Immersion’s actual results might differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties associated with Immersion’s business, which include, but are not limited to: unanticipated difficulties and challenges encountered in product development efforts by Immersion and its licensees; unanticipated difficulties and challenges encountered in implementation efforts by Immersion’s licensees; adverse outcomes in any future intellectual property-related litigation and the costs related thereto; the effects of the current macroeconomic climate; delay in or failure to achieve commercial demand for Immersion’s products or third party products incorporating Immersion’s technologies; and a delay in or failure to achieve the acceptance of touch feedback as a critical user experience. Many of these risks and uncertainties are beyond the control of Immersion.

For a more detailed discussion of these factors, and other factors that could cause actual results to vary materially, interested parties should review the risk factors listed in Immersion’s most current Form 10-K and Form 10-Q, both of which are on file with the U.S. Securities and Exchange Commission. The forward-looking statements in this press release reflect Immersion’s beliefs and predictions as of the date of this release. Immersion disclaims any obligation to update these forward-looking statements as a result of financial, business, or any other developments occurring after the date of this release.

Immersion, the Immersion logo and TouchSense are trademarks of Immersion Corporation in the United States and other countries. All other trademarks are the property of their respective owners. The use of the word “partner” or “partnership” in this press release does not mean a legal partner.

(IMMR—C)