8-K 1 harvey_electronics-8k.txt 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: SEPTEMBER 24, 2007 HARVEY ELECTRONICS, INC. ------------------------ Name of Registrant as Specified in Charter) NEW YORK 1-4626 13-1534671 -------- ------ ---------- (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 205 CHUBB AVENUE, LYNDHURST, NEW JERSEY 07071 --------------------------------------- ----- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (201) 842-0078 -------------- 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 obligation of the registrant under any of the following provisions: / / 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 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 3.01. NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUING LISTING RULE OR STANDARD; TRANSFER OF LISTING On September 24, 2007, Harvey Electronics, Inc., a New York corporation (the "COMPANY"), received a letter from The NASDAQ Stock Market LLC ("NASDAQ") with respect to the Company's noncompliance with Marketplace Rule 4310(c)(2)(B), which requires the Company to have a minimum of $2,500,000 in shareholders' equity or $35,000,000 market value of listed securities or $500,000 of net income from continuing operations for the most recently completed fiscal year or two of the three most recently completed fiscal years. Currently, the Company is not in compliance with the Marketplace Rule 4310(c)(2)(B), with respect to the minimum stockholders' equity or net income from continuing operations. The Company intends to request a hearing with NASDAQ with respect to the Company's ability to become compliant with such Marketplace Rule. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (a) Not applicable. (b) Not applicable. (c) Not applicable. (d) Exhibits No. Description: EXHIBIT NO. ITEM LOCATION ----------- ------------------------------------------ ----------------- Exhibit 99.1 Letter, dated September 24, 2007, from The Provided herewith NASDAQ Stock Market LLC - 2 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DATE: SEPTEMBER 28, 2007 HARVEY ELECTRONICS, INC. By: /s/ Michael E. Recca ----------------------------------- Name: Michael E. Recca Its: Interim Chief Executive Officer - 3 -