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| CIK | 1201663 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Audience Inc
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| February 9, 2016 |
ADNC / Audience Inc / ALLEN PAUL G - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 3 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 9, 2016 |
EX-99.2 EXHIBIT 99.2 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby constitutes, designates and appoints Paul Ghaffari, David R. Stewart and William Benack as his true and lawful attorneys-in-fact and agents, each with full power of substitution and resubstitution and full power to act alone and without the other, for the undersigned and in the undersigned’s name |
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| February 9, 2016 |
EX-99.1 EXHIBIT 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13G/A (including amendments thereto) with respect to the common stock p |
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| January 6, 2016 |
ADNC / Audience Inc / Tallwood III L P - AMENDMENT NO. 3 ON SCHEDULE 13G Passive Investment Amendment No. 3 on Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 3)* Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Chec |
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| August 5, 2015 |
ADNC / Audience Inc / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* AUDIENCE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 05070J102 (CUSIP Number) July 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| July 16, 2015 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 6) (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Subject Company) ORANGE SUBSIDIARY, INC. (Offeror) KNOWLES CORPORATION (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Tit |
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| July 13, 2015 |
15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-35528 Audience, Inc. (Exact name of registrant as specified in its |
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| July 1, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 5) (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Subject Company) ORANGE SUBSIDIARY, INC. (Offeror) KNOWLES CORPORATION (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Title of Clas |
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| July 1, 2015 |
ADNC POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on July 1, 2015 Registration No. 333-204140 Registration No. 333-197717 Registration No. 333-194931 Registration No. 333-181302 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUDIE |
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| July 1, 2015 |
ADNC POST-EFFECTIVE AMENDMENT NO.1 TO FORM S-8 Post-Effective Amendment No.1 to Form S-8 As filed with the Securities and Exchange Commission on July 1, 2015 Registration No. 333-204140 Registration No. 333-197717 Registration No. 333-194931 Registration No. 333-181302 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUDIEN |
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| July 1, 2015 |
ADNC AMENDMENT NO. 5 TO SCHEDULE 14D9 Amendment No. 5 to Schedule 14D9 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 5) Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities |
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| July 1, 2015 |
AMENDED AND RESTATED BYLAWS AUDIENCE, INC. (a Delaware corporation) ARTICLE I EX-3.2 3 d27153dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF AUDIENCE, INC. (a Delaware corporation) ARTICLE I OFFICES Audience, Inc. (the “Corporation”) may have offices at such places both within and without the State of Delaware as the Board of Directors may from time to time determine or the business of the Corporation may require. ARTICLE II STOCKHOLDERS MEETINGS Section 2.1 Ann |
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| July 1, 2015 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION AUDIENCE, INC. EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AUDIENCE, INC. FIRST: The name of the corporation (which is hereinafter referred to as the ?Corporation?) is Audience, Inc. SECOND: The address of the Corporation?s registered office in the State of Delaware is The Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware 19801. The |
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| July 1, 2015 |
EX-99.(A).(5).(F) 2 d32478dex99a5f.htm EX-99.(A).(5).(F) Exhibit (a)(5)(F) For immediate release Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 [email protected] [email protected] Knowles Completes Acquisition of Audience, Inc. ITASCA, Ill. – July 1, 2015 – Knowles Corporation (NYSE: KN), a market leader and |
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| July 1, 2015 |
ADNC POST-EFFECTIVE AMENDMENT NO.1 TO FORM S-8 Post-Effective Amendment No.1 to Form S-8 As filed with the Securities and Exchange Commission on July 1, 2015 Registration No. 333-204140 Registration No. 333-197717 Registration No. 333-194931 Registration No. 333-181302 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUDIEN |
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| July 1, 2015 |
Form 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 Date of Report (Date of earliest event reported): July 1, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 1, 2015 |
ADNC POST-EFFECTIVE AMENDMENT NO.1 TO FORM S-8 Post-Effective Amendment No.1 to Form S-8 As filed with the Securities and Exchange Commission on July 1, 2015 Registration No. 333-204140 Registration No. 333-197717 Registration No. 333-194931 Registration No. 333-181302 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUDIEN |
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| June 29, 2015 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 4) (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Subject Company) ORANGE SUBSIDIARY, INC. (Offeror) KNOWLES CORPORATION (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Tit |
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| June 29, 2015 |
EX-99.(a).(5).(E) Exhibit (a)(5)(E) Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 [email protected] [email protected] Knowles Announces Offer Consideration for Acquisition of Audience, Inc. ITASCA, Ill., June 29, 2015 ? Knowles Corporation (NYSE: KN), a market leader and global supplier of advanced micro-ac |
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| June 23, 2015 |
ADNC / Audience Inc / MMCAP International Inc. SPC Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 AUDIENCE, INC. |
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| June 18, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) VERTEX CAPITAL ADVISOR |
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| June 17, 2015 |
Press Release dated June 17, 2015 Exhibit (a)(5)(D) For immediate release Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 Mike. |
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| June 17, 2015 |
SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 4) Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 (CUSIP Numb |
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| June 17, 2015 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 3) (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Subject Company) ORANGE SUBSIDIARY, INC. (Offeror) KNOWLES CORPORATION (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Tit |
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| June 11, 2015 |
SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 3) Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 (CUSIP Numb |
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| June 11, 2015 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 2) (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Subject Company) ORANGE SUBSIDIARY, INC. (Offeror) KNOWLES CORPORATION (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Tit |
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| June 10, 2015 |
CORRESP 650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.493.9300 FAX 650.493.6811 www.wsgr.com June 10, 2015 Via EDGAR and Overnight Delivery U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-3628 Attention: Daniel F. Duchovny, Special Counsel Re: Audience, Inc. Schedule 14D-9 filed May 19, 2015, amended May 22 and June 2, 2015 SEC File No. 005-87068 Dear Mr. Du |
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| June 4, 2015 |
Form 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 Date of Report (Date of earliest event reported): May 29, 2015 Audience, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 2, 2015 |
SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 (CUSIP Numb |
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| June 2, 2015 |
Equity Incentive Plan – Q&A June 2, 2015 EX-99.(A)(11) 2 d936237dex99a11.htm EX-(A)(11) Exhibit (a)(11) FAQ Equity Incentive Plan – Q&A June 2, 2015 This document is a summary only. To the extent that the information provided herein relates to any Audience plan document and/or award agreement, or the merger agreement between Knowles and Audience, that other document will control over this summary, and this summary is qualified in its ent |
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| May 29, 2015 |
EX-1.01 Exhibit 1.01 Audience, Inc. Conflict Minerals Report For The Reporting Period from January 1, 2014 to December 31, 2014 This Conflict Minerals Report (the ?Report?) of Audience, Inc. (?Audience? or the ?Company?) has been prepared pursuant to Rule 13p-1 and Form SD (the ?Rule?) promulgated under the Securities Exchange Act of 1934, as amended, for the reporting period January 1, 2014 to De |
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| May 29, 2015 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 331 Fairchild Drive Mountain View, CA 94043 (Address of principal executive offic |
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| May 22, 2015 |
SC 14D9/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 (CUSIP Numb |
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| May 22, 2015 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 1) (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Subject Company) ORANGE SUBSIDIARY, INC. (Offeror) KNOWLES CORPORATION (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Tit |
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| May 19, 2015 |
425 Filed by: Knowles Corporation pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. |
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| May 19, 2015 |
SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Subject Company) ORANGE SUBSIDIARY, INC. (Offeror) KNOWLES CORPORATION (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.001 PAR VALUE (Title of Class of Secur |
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| May 19, 2015 |
1151 Maplewood Drive, Itasca, IL 60143, USA EX-99.(e)(22) Exhibit (e)(22) 1151 Maplewood Drive, Itasca, IL 60143, USA Main: 1.630.250.5100 Fax: 1.630.773.3744 April 7, 2015 Re: Offer of Employment Edgar Auslander Dear Edgar: As you may be aware, Knowles has expressed interest in acquiring your current employer, Audience Inc. We are very excited about the prospect of the combined companies, and we are very pleased to extend to you an offer t |
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| May 19, 2015 |
Schedule 14D-9 Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 13, 2015 |
Form S-8 As filed with the Securities and Exchange Commission on May 13, 2015 Registration No. |
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| May 11, 2015 |
EX-10.24 Exhibit 10.24 June 16, 2014 James Steele 19360 Mountain Way Los Gatos, CA 95030 Dear Jim, As you know, Audience, Inc. (the ?Company? or ?Audience?) is in the process of acquiring your current employer, Sensor Platforms, Inc. (?Sensor Platforms?). We at the Company are very excited about the addition of Sensor Platforms, and in particular, we are looking forward to the addition of your exp |
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| May 11, 2015 |
ADNC / Audience Inc / Knowles Corp - SCHEDULE 13D Activist Investment Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 AUDIENCE, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 ( |
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| May 11, 2015 |
ADNC FORM 10-Q (Quarterly Report) Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 6, 2015 |
SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 (CUSIP Number of Class of Secur |
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| May 6, 2015 |
Form 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 Date of Report (Date of earliest event reported): May 5, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-35528 (Commission File Number) 9 |
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| May 6, 2015 |
Financial Statements and Exhibits, Other Events Form 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 Date of Report (Date of earliest event reported): May 5, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-35528 (Commission File Number) 9 |
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| May 6, 2015 |
Frequently Asked Questions May 5, 2015 EX-99.1 2 d921545dex991.htm EX-99.1 Filed by: Audience, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. Commission File No. 001-35528 Exhibit 99.1 Frequently Asked Questions May 5, 2015 Details of the Deal, Business Strategy and Rationale Why did Kno |
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| May 6, 2015 |
Frequently Asked Questions May 5, 2015 EX-99.1 2 d921545dex991.htm EX-99.1 Filed by: Audience, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. Commission File No. 001-35528 Exhibit 99.1 Frequently Asked Questions May 5, 2015 Details of the Deal, Business Strategy and Rationale Why did Kno |
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| May 1, 2015 |
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 Date of Report (Date of earliest event reported): April 30, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File |
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| May 1, 2015 |
EX-99.3 Exhibit 99.3 Filed by: Audience, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. Commission File No. 001-35528 Audience team, This morning we announced the signing of a definitive agreement for Knowles to acquire Audience. I am excited about |
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| May 1, 2015 |
Exhibit 99.4 Filed by: Audience, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. Commission File No. 001-35528 Audience and Knowles have announced that the companies have signed a definitive agreement for Knowles to acquire Audience. Knowles is the m |
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| May 1, 2015 |
EX-99.3 Exhibit 99.3 Filed by: Audience, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. Commission File No. 001-35528 Audience team, This morning we announced the signing of a definitive agreement for Knowles to acquire Audience. I am excited about |
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| May 1, 2015 |
425 Filed by: Knowles Corporation pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. |
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| May 1, 2015 |
SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 (CUSIP Number of Class of Secur |
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| May 1, 2015 |
EX-99.4 Exhibit 99.4 Filed by: Audience, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. Commission File No. 001-35528 Audience and Knowles have announced that the companies have signed a definitive agreement for Knowles to acquire Audience. Knowles |
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| May 1, 2015 |
Financial Statements and Exhibits, Other Events 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 Date of Report (Date of earliest event reported): April 30, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File |
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| April 30, 2015 |
Audience Announces First Quarter 2015 Financial Results EX-99.2 3 d917254dex992.htm EX-99.2 Exhibit 99.2 Audience Announces First Quarter 2015 Financial Results MOUNTAIN VIEW, Calif. – April 30, 2015 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its first quarter 2015 financial results. Revenue for the first quarter of 2015 was $18.4 million, compared with $36.0 million for the sa |
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| April 30, 2015 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among KNOWLES CORPORATION, ORANGE SUBSIDIARY, INC. and AUDIENCE, INC. Dated as of April 29, 2015 TABLE OF CONTENTS Page ARTICLE I THE OFFER AND THE MERGER 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 4 Section 1.3 The Merger 5 Section 1.4 Effects of the Merger 5 Section 1.5 Closing 5 Section 1.6 Directors and Officers of the Surviving Corporation 6 |
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| April 30, 2015 |
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT EX-10.2 Exhibit 10.2 Execution Version FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this ?Amendment?) dated as of April 17, 2015, among KNOWLES CORPORATION (the ?Company?), KNOWLES LUXEMBOURG INTERNATIONAL S.? R.L. (the ?Luxembourg Borrower?), the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as the Administrative Agent un |
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| April 30, 2015 |
Form 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 Date of Report (Date of earliest event reported): April 29, 2015 Knowles Corporation (Exact name of registrant as specified in its charter) Delaware 001-36102 90-1002689 (State or other jurisdiction of incorporation) (Commis |
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| April 30, 2015 |
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 Date of Report (Date of earliest event reported): April 29, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File |
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| April 30, 2015 |
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 Date of Report (Date of earliest event reported): April 29, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File |
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| April 30, 2015 |
EX-99.1 Exhibit 99.1 1151 Maplewood Drive, Itasca, IL, 60143 T+1 630 250 5100 Knowles Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 [email protected] [email protected] Audience Contacts: Investors Media and Industry Analysts The Blueshirt Group Suzanne Schmidt Diane Vanasse 415-217-4962 408-242-0027 suzanne |
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| April 30, 2015 |
EX-99.1 Exhibit 99.1 1151 Maplewood Drive, Itasca, IL, 60143 T+1 630 250 5100 Knowles Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 [email protected] [email protected] Audience Contacts: Investors Media and Industry Analysts The Blueshirt Group Suzanne Schmidt Diane Vanasse 415-217-4962 408-242-0027 suzanne |
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| April 30, 2015 |
EX-99.1 Exhibit 99.1 1151 Maplewood Drive, Itasca, IL, 60143 T+1 630 250 5100 Knowles Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 [email protected] [email protected] Audience Contacts: Investors Media and Industry Analysts The Blueshirt Group Suzanne Schmidt Diane Vanasse 415-217-4962 408-242-0027 suzanne |
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| April 30, 2015 |
Filed by: Knowles Corporation pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14d-2 under the Securities Exchange Act of 1934, as amended Subject Company: Audience, Inc. |
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| April 30, 2015 |
425 On April 30, 2015, Knowles Corporation presented the information on the following slides. |
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| April 30, 2015 |
Audience Announces First Quarter 2015 Financial Results EX-99.2 Exhibit 99.2 Audience Announces First Quarter 2015 Financial Results MOUNTAIN VIEW, Calif. ? April 30, 2015 ? Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its first quarter 2015 financial results. Revenue for the first quarter of 2015 was $18.4 million, compared with $36.0 million for the same period in 2014. As report |
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| April 30, 2015 |
EX-10.1 Exhibit 10.1 TENDER AND SUPPORT AGREEMENT THIS TENDER AND SUPPORT AGREEMENT, dated as April 29, 2015 (this ?Agreement?), is entered into by and between Knowles Corporation, a Delaware corporation (?Parent?), and [] (the ?Stockholder?). W I T N E S S E T H: WHEREAS, Parent, Orange Subsidiary, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent, and Audience, Inc., a Delawar |
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| April 30, 2015 |
8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 29, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporat |
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| April 30, 2015 |
Exhibit 99.1 1151 Maplewood Drive, Itasca, IL, 60143 T+1 630 250 5100 Knowles Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 [email protected] [email protected] Audience Contacts: Investors Media and Industry Analysts The Blueshirt Group Suzanne Schmidt Diane Vanasse 415-217-4962 408-242-0027 suzanne@blueshi |
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| April 30, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 29, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) ( |
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| April 30, 2015 |
EX-10.1 Exhibit 10.1 TENDER AND SUPPORT AGREEMENT THIS TENDER AND SUPPORT AGREEMENT, dated as April 29, 2015 (this ?Agreement?), is entered into by and between Knowles Corporation, a Delaware corporation (?Parent?), and [ ] (the ?Stockholder?). W I T N E S S E T H: WHEREAS, Parent, Orange Subsidiary, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent, and Audience, Inc., a Delawa |
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| April 30, 2015 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among KNOWLES CORPORATION, ORANGE SUBSIDIARY, INC. and AUDIENCE, INC. Dated as of April 29, 2015 TABLE OF CONTENTS Page ARTICLE I THE OFFER AND THE MERGER 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 4 Section 1.3 The Merger 5 Section 1.4 Effects of the Merger 5 Section 1.5 Closing 5 Section 1.6 Directors and Officers of the Surviving Corpor |
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| April 30, 2015 |
Audience Announces First Quarter 2015 Financial Results EX-99.2 Exhibit 99.2 Audience Announces First Quarter 2015 Financial Results MOUNTAIN VIEW, Calif. ? April 30, 2015 ? Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its first quarter 2015 financial results. Revenue for the first quarter of 2015 was $18.4 million, compared with $36.0 million for the same period in 2014. As report |
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| April 30, 2015 |
EX-99.1 2 d917254dex991.htm EX-99.1 Exhibit 99.1 1151 Maplewood Drive, Itasca, IL, 60143 T+1 630 250 5100 Knowles Contacts: Investors Media Mike Knapp Melissa York Knowles Investor Relations Knowles Communications 630-238-5236 630-238-5242 [email protected] [email protected] Audience Contacts: Investors Media and Industry Analysts The Blueshirt Group Suzanne Schmidt Diane Vanasse 415-2 |
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| April 30, 2015 |
On April 30, 2015, Knowles Corporation presented the information on the following slides. |
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| April 30, 2015 |
EX-10.1 3 d919499dex101.htm EX-10.1 Exhibit 10.1 TENDER AND SUPPORT AGREEMENT THIS TENDER AND SUPPORT AGREEMENT, dated as April 29, 2015 (this “Agreement”), is entered into by and between Knowles Corporation, a Delaware corporation (“Parent”), and [ ] (the “Stockholder”). W I T N E S S E T H: WHEREAS, Parent, Orange Subsidiary, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent, |
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| April 30, 2015 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among KNOWLES CORPORATION, ORANGE SUBSIDIARY, INC. and AUDIENCE, INC. Dated as of April 29, 2015 TABLE OF CONTENTS Page ARTICLE I THE OFFER AND THE MERGER 2 Section 1.1 The Offer 2 Section 1.2 Company Actions 4 Section 1.3 The Merger 5 Section 1.4 Effects of the Merger 5 Section 1.5 Closing 5 Section 1.6 Directors and Officers of the Surviving Corporation 6 |
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| April 30, 2015 |
Audience Announces First Quarter 2015 Financial Results EX-99.2 Exhibit 99.2 Audience Announces First Quarter 2015 Financial Results MOUNTAIN VIEW, Calif. ? April 30, 2015 ? Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its first quarter 2015 financial results. Revenue for the first quarter of 2015 was $18.4 million, compared with $36.0 million for the same period in 2014. As report |
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| April 30, 2015 |
SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Audience, Inc. (Name of Subject Company) Audience, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 05070J102 (CUSIP Number of Class of Secur |
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| April 24, 2015 |
ADNC AMENDMENT NO. 1 TO FORM 10-K (Annual Report) Amendment No. 1 to Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per |
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| March 9, 2015 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events Form 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 Date of Report (Date of earliest event reported): March 6, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission F |
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| February 24, 2015 |
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 Date of Report (Date of earliest event reported): February 18, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fi |
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| February 18, 2015 |
SC 13D/A 1 sc13da11011400802132015.htm AMENDMENT NO. 1 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title |
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| February 18, 2015 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Audience, Inc., a Delaware corporation. This Joint Fil |
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| February 17, 2015 |
EX-99.2 Exhibit 99.2 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby constitutes, designates and appoints Paul Ghaffari, David R. Stewart and William Benack as his true and lawful attorneys-in-fact and agents, each with full power of substitution and resubstitution and full power to act alone and without the other, for the undersigned and in the undersigned’s name |
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| February 17, 2015 |
ADNC / Audience Inc / ALLEN PAUL G - SCHEDULE 13G AMENDMENT NO:2 Passive Investment Schedule 13G Amendment No:2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 17, 2015 |
EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13G/A (including amendments thereto) with respect to the common stock p |
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| February 13, 2015 |
ADNC / Audience Inc / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment SC 13G/A 1 a15-43697sc13ga.htm SC 13G/A UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0145 Washington, D.C. 20549 Expires: February 28, 2009 Estimated average burden hours per response. . . . . . . .10.4 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Audience Inc. (Name of Issuer) Common (Title of Class of Securities) 05070J102 (CUSIP Num |
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| February 12, 2015 |
JOINDER TO JOINT FILING AGREEMENT Exhibit 3 Exhibit 3 JOINDER TO JOINT FILING AGREEMENT Reference is hereby made to the Joint Filing Agreement, dated as of February 12, 2013, as amended on February 14, 2014 (the “Agreement”). |
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| February 12, 2015 |
ADNC / Audience Inc / Tallwood III L P - SC 13G/A (AMENDMENT NO. 2) Passive Investment SC 13G/A 1 d873041dsc13ga.htm SC 13G/A (AMENDMENT NO. 2) SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 2)1 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securitie |
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| February 11, 2015 |
EXHIBIT 99.1 - JOINT FILING AGREEMENT EX-99.1 Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the |
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| February 11, 2015 |
ADNC / Audience Inc / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* AUDIENCE, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is file |
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| February 10, 2015 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Audience, Inc., a Delaware corporation. This Joint Fil |
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| February 10, 2015 |
ADNC / Audience Inc / VIEX Capital Advisors, LLC - THE SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) ERIC SINGER VERTEX CAPI |
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| February 5, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Form 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 Date of Report (Date of earliest event reported): February 5, 2015 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissio |
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| February 5, 2015 |
Audience Announces Fourth Quarter and Full Year 2014 Financial Results EX-99.1 Exhibit 99.1 Audience Announces Fourth Quarter and Full Year 2014 Financial Results MOUNTAIN VIEW, Calif. – February 5, 2015 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its fourth quarter and full year 2014 financial results. Revenue for the fourth quarter of 2014 was $17.2 million, compared with $33.1 million for t |
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| February 4, 2015 |
ADNC / Audience Inc / BLAIR WILLIAM & CO/IL - SCHEDULE 13G/A Passive Investment SC 13G/A 1 v399887sc13ga.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* AUDIENCE, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 05070J102 (CUSIP Nu |
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| December 19, 2014 |
ADNC / Audience Inc CORRESP - - Letter to the SEC December 19, 2014 Via EDGAR and Overnight Delivery Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| October 30, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d811220d8k.htm FORM 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 Date of Report (Date of earliest event reported): October 30, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of inco |
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| October 30, 2014 |
Audience Announces Third Quarter 2014 Financial Results Exhibit 99.1 Audience Announces Third Quarter 2014 Financial Results MOUNTAIN VIEW, CA – October 30, 2014 – Audience, Inc. (NASDAQ: ADNC), the leader in Advanced Voice, and a pioneer in Multisensory and natural user experience technology for mobile devices, today announced its third quarter 2014 financial results. Revenue for the third quarter of 2014 was $22.7 million, compared with $34.5 million |
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| October 6, 2014 |
ADNC / Audience Inc / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0145 Washington, D. |
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| September 24, 2014 |
EX-99.2 Exhibit 99.2 SENSOR PLATFORMS, INC. BALANCE SHEETS June 30, 2014 December 31, 2013 (unaudited) Assets Cash and cash equivalents $ 965,074 $ 1,682,033 Restricted cash 25,000 25,000 Accounts receivable, net 175,000 155,600 Prepaid expenses and other current assets 18,298 74,327 Total current assets 1,183,372 1,936,960 Property and equipment, net 42,810 29,484 Other assets 15,964 15,964 Total |
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| September 24, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporati |
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| September 24, 2014 |
AUDIENCE, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS EX-99.3 Exhibit 99.3 AUDIENCE, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On July 17, 2014, Audience, Inc. (“Audience” or the “Company”) filed a Current Report on Form 8-K (the “Report”) to report its acquisition of Sensor Platforms, Inc., a Delaware corporation (“Sensor Platforms”), pursuant to an Agreement and Plan of Merger (the “Agreement”) by and among the Company, Alame |
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| September 24, 2014 |
EX-99.1 Exhibit 99.1 SENSOR PLATFORMS, INC. FINANCIAL STATEMENTS DECEMBER 31, 2013 AND 2012 (With Independent Auditor’s Report Thereon) REPORT OF INDEPENDENT AUDITORS To the Board of Directors and Stockholders of Sensor Platforms, Inc. Report on Financial Statements We have audited the accompanying financial statements of Sensor Platforms, Inc. (the Company), which comprise the balance sheets as o |
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| September 11, 2014 |
Prepared by R.R. Donnelley Financial - Form 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 Date of Report (Date of earliest event reported): September 5, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other j |
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| July 31, 2014 |
Audience Announces Second Quarter 2014 Financial Results EX-99.1 Exhibit 99.1 Audience Announces Second Quarter 2014 Financial Results MOUNTAIN VIEW, CA – July 31, 2014 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its second quarter 2014 financial results. Revenue for the second quarter of 2014 was $37.5 million, compared with $45.3 million for the same period in 2013. As reported |
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| July 31, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d769690d8k.htm 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 Date of Report (Date of earliest event reported): July 31, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporatio |
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| July 30, 2014 |
ADNC / Audience Inc S-8 - - FORM S-8 Prepared by R.R. Donnelley Financial - Form S-8 As filed with the Securities and Exchange Commission on July 30, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Audience, Inc. (Exact name of Registrant as specified in its charter) Delaware 91-2061537 (State or other jurisdiction of i |
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| July 17, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets Form 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 Date of Report (Date of earliest event reported): July 11, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission F |
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| July 17, 2014 |
Audience Completes Acquisition of Sensor Platforms EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: Audience Completes Acquisition of Sensor Platforms MOUNTAIN VIEW, CA – July 11, 2014 – Audience, Inc. (NASDAQ: ADNC), today announced that it has completed its acquisition of Sensor Platforms, Inc. Sensor Platforms develops software and algorithms that interpret sensor data to enable broad context awareness on smartphones, wearables and other smart devic |
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| July 17, 2014 |
EX-2.1 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among: AUDIENCE, INC., a Delaware corporation; ALAMEDA ACQUISITION CORP., a Delaware corporation; SENSOR PLATFORMS, INC., a Delaware corporation; AND SHAREHOLDER REPRESENTATIVE SERVICES LLC AS THE STOCKHOLDERS’ AGENT Dated as of June 24, 2014 TABLE OF CONTENTS Page ARTICLE 1 THE MERGER 2 1.1 The Merger 2 1.2 Closing; Effective Time 2 1 |
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| June 26, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Prepared by R.R. Donnelley Financial - Form 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 Date of Report (Date of earliest event reported): June 24, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other juris |
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| June 26, 2014 |
Prepared by R.R. Donnelley Financial - EX-99.1 Exhibit 99.1 NOT FOR IMMEDIATE RELEASE: Audience to Acquire Sensor Platforms Acquisition Combines Technical Expertise in Silicon, Software and Algorithms to Deliver Enhanced Multisensory Processing, Targeting a Wide Range of Mobile and Wearable Devices MOUNTAIN VIEW, CA – June 24, 2014 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and |
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| June 9, 2014 |
Submission of Matters to a Vote of Security Holders - 8-K 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 Date of Report (Date of earliest event reported): June 6, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 4, 2014 |
FORM 144 OMB APPROVAL OMB Number: 3235-0101 Expires: February 28, 2014 Estimated average burden hours per response 1. |
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| June 2, 2014 |
Prepared by R.R. Donnelley Financial - Form SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 331 Fairchild Drive Mountain View, CA |
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| June 2, 2014 |
Prepared by R.R. Donnelley Financial - EX-1.02 Exhibit 1.02 Audience, Inc. Conflict Minerals Report For The Reporting Period from January 1, 2013 to December 31, 2013 This Conflict Minerals Report (the “Report”) of Audience, Inc. (“Audience” or the “Company”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, for the |
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| May 19, 2014 |
Financial Statements and Exhibits, Other Events Prepared by R.R. Donnelley Financial - Form 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 Date of Report (Date of earliest event reported): May 15, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisd |
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| May 19, 2014 |
Audience Appoints Edgar Auslander as Vice President of Product Management and Marketing Prepared by R.R. Donnelley Financial - EX-99.1 Exhibit 99.1 NOT FOR IMMEDIATE RELEASE: Audience Appoints Edgar Auslander as Vice President of Product Management and Marketing MOUNTAIN VIEW, CA – May 15, 2014 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced that it has appointed Edgar Auslander as its new vice president of produc |
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| May 12, 2014 |
Prepared by R.R. Donnelley Financial - EX-99.1 Exhibit 99.1 Audience, Inc. GAAP to Non-GAAP net income (loss) reconciliation (in thousands) (unaudited) Three months ended March 31, 2014 2013 GAAP net income (loss) $ (7,337 ) $ 4,645 Stock-based compensation 1,576 1,317 Non-cash rent expense — 248 Tax adjustments 2,340 — Non-GAAP net income (loss) $ (3,421 ) $ 6,210 Audience, Inc. Unaudited computa |
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| May 12, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K/A Prepared by R.R. Donnelley Financial - Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 1, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 ( |
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| May 1, 2014 |
Audience Announces First Quarter 2014 Financial Results EX-99.1 Exhibit 99.1 Audience Announces First Quarter 2014 Financial Results MOUNTAIN VIEW, CA – May 1, 2014 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its first quarter 2014 financial results. Revenue for the first quarter of 2014 was $36.1 million, compared with $47.2 million for the same period in 2013. As reported unde |
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| May 1, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 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 Date of Report (Date of earliest event reported): May 1, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fil |
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| April 25, 2014 |
Prepared by R.R. Donnelley Financial - Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confiden |
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| April 4, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits Prepared by R.R. Donnelley Financial - Form 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 Date of Report (Date of earliest event reported): March 31, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other juri |
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| April 4, 2014 |
SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT Exhibit 10.7.6 SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 31st day of March, 2014, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AUDIENCE, INC., a Delaware corporation (“Borrower”). RECITALS A. Bank and Borrower have entered into that certain Loan and Security Agreement dated |
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| March 31, 2014 |
S-8 1 d705312ds8.htm FORM S-8 As filed with the Securities and Exchange Commission on March 31, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Audience, Inc. (Exact name of Registrant as specified in its charter) Delaware 91-2061537 (State or other jurisdiction of incorporation or o |
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| March 14, 2014 |
ADNC FORM 10-K (Annual Report) Prepared by R.R. Donnelley Financial - Form 10-K Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT |
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| March 14, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K/A Prepared by R.R. Donnelley Financial - 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 6, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 ( |
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| March 14, 2014 |
Prepared by R.R. Donnelley Financial - EX-99.1 Exhibit 99.1 Audience, Inc. GAAP to Non-GAAP net income (loss) reconciliation (in thousands) (unaudited) Three months ended December 31, Year ended December 31, 2013 2012 2013 2012 GAAP net income (loss) $ (2,921 ) $ 3,439 $ 2,070 $ 15,597 Stock-based compensation 1,464 944 5,660 3,134 Non-cash rent expense — 431 663 579 Revaluation of warrant liabili |
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| February 25, 2014 |
Form 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 Date of Report (Date of earliest event reported): February 20, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissi |
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| February 14, 2014 |
ADNC / Audience Inc / Tallwood III L P - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 1)1 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2013 (D |
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| February 14, 2014 |
EX-99.2 Exhibit 99.2 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby constitutes, designates and appoints Paul Ghaffari, David R. Stewart and William Benack as his true and lawful attorneys-in-fact and agents, each with full power of substitution and resubstitution and full power to act alone and without the other, for the undersigned and in the undersigned’s name |
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| February 14, 2014 |
ADNC / Audience Inc / ALLEN PAUL G - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 1 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 14, 2014 |
EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13G/A (including amendments thereto) with respect to the common stock p |
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| February 14, 2014 |
JOINDER TO JOINT FILING AGREEMENT EX-99.2 Exhibit 2 JOINDER TO JOINT FILING AGREEMENT Reference is hereby made to the Joint Filing Agreement, dated as of February 12, 2013 (the “Agreement”). I, as a signatory to Amendment Number 1 of the statement on Schedule 13G to which this Joinder is attached, hereby agree to become party to the Agreement and further agree that the aforementioned statement is, and any amendments thereto filed |
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| February 10, 2014 |
ADNC / Audience Inc / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment OMB APPROVAL UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: February 28, 2009 Washington, D. |
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| February 10, 2014 |
ADNC / Audience Inc / PRIMECAP MANAGEMENT CO/CA/ - SC 13G/A Passive Investment OMB APPROVAL UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: February 28, 2009 Washington, D. |
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| February 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 Date of Report (Date of earliest event reported): February 6, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 6, 2014 |
ADNC / Audience Inc / BLAIR WILLIAM & CO/IL - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* AUDIENCE INC (Name of Issuer) Common Stock (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2013 (Date of Event Which Re |
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| February 6, 2014 |
Audience Announces Fourth Quarter and Full Year 2013 Financial Results EX-99.1 Exhibit 99.1 Audience Announces Fourth Quarter and Full Year 2013 Financial Results MOUNTAIN VIEW, Calif. – February 6, 2014 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its fourth quarter and full year 2013 financial results. Revenue for the fourth quarter of 2013 was $33.6 million, compared with $38.7 million for t |
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| January 24, 2014 |
ADNC / Audience Inc / NEW ENTERPRISE ASSOCIATES 11 LP - AUDIENCE, INC. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* AUDIENCE, INC. (Name of Issuer) Common Stock, $.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| January 10, 2014 |
8-K 1 d655102d8k.htm FORM 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 Date of Report (Date of earliest event reported): January 6, 2014 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incor |
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| November 26, 2013 |
CORRESP 650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.493.9300 FAX 650.493.6811 www.wsgr.com November 26, 2013 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 4561 Washington, DC 20549 Attention: Brian Cascio Martin James Julie Sherman Re: Audience, Inc. Form 10-K for the Year Ended December 31, 2012 Filed Mar |
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| November 20, 2013 |
EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF AUDIENCE, INC. (initially adopted on June 8, 2011) (as amended on November 14, 2013) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF STOCKHOLDERS’ |
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| November 20, 2013 |
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): November 14, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File N |
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| October 31, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 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 Date of Report (Date of earliest event reported): October 31, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissio |
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| October 31, 2013 |
Audience Announces Third Quarter 2013 Financial Results EX-99.1 Exhibit 99.1 Audience Announces Third Quarter 2013 Financial Results MOUNTAIN VIEW, Calif. – October 31, 2013 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its third quarter 2013 financial results. Revenue for the third quarter of 2013 was $34.5 million, compared with $40.8 million for the same period in 2012. As repo |
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| October 4, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits Form 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 Date of Report (Date of earliest event reported): September 30, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commiss |
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| October 4, 2013 |
FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT EX-10.7.5 Exhibit 10.7.5 FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 30th day of September, 2013, but effective as of September 30, 2013, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AUDIENCE, INC., a Delaware corporation (“Borrower”). RECITALS A. Bank and Borrower have enter |
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| September 25, 2013 |
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): September 19, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File |
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| August 20, 2013 |
HP Veteran Patrick Scaglia Appointed to Audience Board of Directors EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: HP Veteran Patrick Scaglia Appointed to Audience Board of Directors MOUNTAIN VIEW, Calif. – Aug. 20, 2013 – Audience®, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced that Mr. Patrick Scaglia has been appointed to the Company’s board of directors. A highly respected information technology executi |
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| August 20, 2013 |
Form 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 Date of Report (Date of earliest event reported): August 16, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission |
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| August 9, 2013 |
ADNC / Audience Inc / PRIMECAP MANAGEMENT CO/CA/ - SC 13G Passive Investment OMB APPROVAL UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: February 28, 2009 Washington, D. |
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| August 1, 2013 |
Audience Announces Second Quarter 2013 Financial Results EX-99.1 Exhibit 99.1 Audience Announces Second Quarter 2013 Financial Results MOUNTAIN VIEW, Calif. – August 1, 2013 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its second quarter 2013 financial results. Revenue for the second quarter of 2013 was $45.3 million, compared with $33.4 million for the same period in 2012. As rep |
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| August 1, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 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 Date of Report (Date of earliest event reported): August 1, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission |
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| July 11, 2013 |
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT Exhibit 10.7.4 FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 5th day of July, 2013, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AUDIENCE, INC., a Delaware corporation (“Borrower”). RECITALS A. Bank and Borrower have entered into that certain Loan and Security Agreement dated |
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| July 11, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits Form 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 Date of Report (Date of earliest event reported): July 5, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 10, 2013 |
Submission of Matters to a Vote of Security Holders - FORM 8-K Form 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 Date of Report (Date of earliest event reported): June 6, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 3, 2013 |
Financial Statements and Exhibits, Other Events - 8-K 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 Date of Report (Date of earliest event reported): May 30, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 3, 2013 |
Audience Appoints Alexis Bernard as Chief Technology Officer EX-99.1 Exhibit 99.1 Audience Appoints Alexis Bernard as Chief Technology Officer MOUNTAIN VIEW, Calif. – May 30, 2013 – Audience®, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced that it has appointed Dr. Alexis Bernard as its new Chief Technology Officer. In his new role, Dr. Bernard is responsible for overall technology strategy and lon |
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| May 30, 2013 |
Regulation FD Disclosure - 8-K 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 Date of Report (Date of earliest event reported): May 30, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 2, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 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 Date of Report (Date of earliest event reported): May 2, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 2, 2013 |
Audience Announces First Quarter 2013 Financial Results EX-99.1 Exhibit 99.1 Audience Announces First Quarter 2013 Financial Results MOUNTAIN VIEW, Calif. – May 2, 2013 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its first quarter 2013 financial results. Revenue for the first quarter of 2013 was $47.2 million, compared with $31.1 million for the same period in 2012. As reported |
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| April 24, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive |
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| March 4, 2013 |
Results of Operations and Financial Condition Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of inc |
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| February 21, 2013 |
Form 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 Date of Report (Date of earliest event reported): February 14, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissi |
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| February 13, 2013 |
ADNC / Audience Inc / NEW ENTERPRISE ASSOCIATES 11 LP - AUDIENCE, INC. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AUDIENCE, INC. (Name of Issuer) Common Stock, $.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| February 13, 2013 |
ADNC / Audience Inc / Tallwood III L P - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )1 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2012 (Date |
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| February 13, 2013 |
ADNC / Audience Inc / ALLEN PAUL G - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Audience, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 05070J102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| February 13, 2013 |
EX-99.1 EXHIBIT 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13G (including amendments thereto) with respect to the common stock par |
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| February 13, 2013 |
Power of Attorney POWER OF ATTORNEY EX-99.2 EXHIBIT 99.2 Power of Attorney POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby constitutes, designates and appoints Paul Ghaffari, David R. Stewart and William Benack as his true and lawful attorneys-in-fact and agents, each with full power of substitution and resubstitution and full power to act alone and without the other, for the undersigned and in the |
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| February 6, 2013 |
- AMENDMENT NO. 1 TO SCHEDULE TO-I Amendment No. 1 to Schedule TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO (Rule 13e-4) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Audience, Inc. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Common Stock, $0.001 par value (Title of Class of Securi |
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| January 31, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 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 Date of Report (Date of earliest event reported): January 31, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissio |
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| January 31, 2013 |
Audience Announces Fourth Quarter and Calendar Year 2012 Financial Results Press Release Exhibit 99.1 Audience Announces Fourth Quarter and Calendar Year 2012 Financial Results MOUNTAIN VIEW, Calif. – January 31, 2013 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its fourth quarter and calendar year 2012 financial results. Revenue for the fourth quarter of 2012 was $38.7 million, compared with $18.0 |
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| January 28, 2013 |
Form 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 Date of Report (Date of earliest event reported): January 25, 2013 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissio |
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| January 7, 2013 |
EX-99.(A)(1)(B) 3 d455698dex99a1b.htm EMAIL ANNOUNCEMENT OF OFFER TO EXCHANGE Exhibit (a)(1)(B) Email announcement of Offer to Exchange From: Luan Wilfong To: All Eligible Employees Date: January 7, 2013 Dear Audience Eligible Employees: We are pleased to announce that Audience, Inc. launched its Offer to Exchange Certain Outstanding Stock Options for New Stock Options, referred to as the “Offer t |
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| January 7, 2013 |
Table of Contents Exhibit (a)(1)(A) AUDIENCE, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING STOCK OPTIONS FOR NEW STOCK OPTIONS This document constitutes part of the prospectus relating to the Audience, Inc. Amended and Restated 2011 Equity Incentive Plan covering securities that have been registered under the Securities Act of 1933, as amended. January 7, 2013 Table of Contents AUDIENCE, INC. OFFER |
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| January 7, 2013 |
AUDIENCE, INC. AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Form of Non-U.S. Stock Option Award Agreement Exhibit (a)(1)(H) For Use Outside the United States AUDIENCE, INC. AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Unless otherwise defined herein, the terms defined in the Audience, Inc. Amended and Restated 2011 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Notice of Stock Option Grant (th |
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| January 7, 2013 |
Form of confirmation email to eligible employees Form of Confirmation Email to Eligible Employees Exhibit (a)(1)(D) Form of confirmation email to eligible employees Audience, Inc. |
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| January 7, 2013 |
Screenshots from Offer Website Exhibit (a)(1)(F) Audience Stock Option Exchange Program Opens January 7, 2013 Expected to close February 5, 2013 at 9:00 p. |
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| January 7, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 13e-4) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Audience, Inc. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Common Stock, $0.001 par value (Title of Class of Securities) 05070J102 (CUSIP Number of C |
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| January 7, 2013 |
Form of Reminder Emails Exhibit (a)(1)(E) Form of reminder email The Audience, Inc. |
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| January 7, 2013 |
Election Form Exhibit (a)(1)(C) AUDIENCE, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING STOCK OPTIONS FOR NEW STOCK OPTIONS ELECTION FORM THE OFFER EXPIRES AT 9:00 P.M., PACIFIC TIME, ON FEBRUARY 5, 2013, UNLESS THE OFFER IS EXTENDED Before signing this Election Form, please make sure you have received, read and understand the documents that make up this Offer, including: 1. the Offer to Exchange Cer |
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| December 21, 2012 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders - FORM 8-K Form 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 Date of Report (Date of earliest event reported): December 20, 2012 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissi |
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| December 21, 2012 |
AUDIENCE, INC. AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN Amended and Restated 2011 Equity Incentive Plan Exhibit 10.4 AUDIENCE, INC. AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: • to attract and retain the best available personnel for positions of substantial responsibility, • to provide additional incentive to Employees, Directors and Consultants, and • to promote the success of the Company’s b |
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| November 30, 2012 |
- DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 30, 2012 |
SCHEDULE TO-C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Audience, Inc. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Common Stock, $0.001 par value (Title of Class of Securities) 05070J102 (CUSIP Number of Class of Securities’ Underlying |
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| November 26, 2012 |
Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 26, 2012 |
Schedule TO-C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Audience, Inc. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Common Stock, $0.001 par value (Title of Class of Securities) 05070J102 (CUSIP Number of Class of Securities’ Underlying |
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| November 1, 2012 |
Audience Announces Extension of Lock-up Period Press Release Exhibit 99.1 Audience Announces Extension of Lock-up Period MOUNTAIN VIEW, Calif. – November 1, 2012 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced that pursuant to the underwriting agreement and individual lock-up agreements executed in connection with its initial public offering (IPO), the term of the lock-up a |
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| November 1, 2012 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 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 Date of Report (Date of earliest event reported): November 1, 2012 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commissio |
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| October 25, 2012 |
Audience Announces Third Quarter 2012 Financial Results Press release Exhibit 99.1 Audience Announces Third Quarter 2012 Financial Results MOUNTAIN VIEW, Calif. – October 25, 2012 – Audience, Inc. (NASDAQ: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced its third quarter 2012 financial results. Revenue for the third quarter of 2012 was $40.8 million, compared with $26.3 million for the same period in 2011. A |
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| October 25, 2012 |
Current Report on Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 19, 2012 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 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 Date of Report (Date of earliest event reported): September 19, 2012 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commiss |
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| September 19, 2012 |
Audience Appoints Craig Factor as Vice President, General Counsel and Secretary Press Release Exhibit 99.1 Audience Appoints Craig Factor as Vice President, General Counsel and Secretary MOUNTAIN VIEW, Calif., September 19, 2012 – Audience, Inc. (Nasdaq: ADNC), the leader in advanced voice and audio processing for mobile devices, today announced that it has appointed Craig Factor as vice president, general counsel and secretary. In this role, Mr. Factor assumes overall respon |
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| September 6, 2012 |
Press Release Exhibit 99.1 Audience Announces Product Transition and Updates Business Outlook Conference Call to be held today, September 6, 2012 at 1:30 pm PT MOUNTAIN VIEW, Calif., September 6, 2012 – Audience, Inc. (Nasdaq: ADNC), the leading provider of intelligent voice and audio solutions that improve voice quality and the user experience in mobile devices, provided an update on the prospect |
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| September 6, 2012 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 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 Date of Report (Date of earliest event reported): September 6, 2012 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-35528 (Commission File Num |
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| July 26, 2012 |
Current Report on Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 26, 2012 |
Audience Announces Second Quarter 2012 Financial Results Press Release Exhibit 99.1 Audience Announces Second Quarter 2012 Financial Results MOUNTAIN VIEW, Calif. – July 26, 2012 – Audience, Inc. (NASDAQ: ADNC), the leading provider of intelligent voice and audio solutions that improve voice quality and the user experience in mobile devices, today announced its second quarter 2012 financial results. Revenue for the second quarter of 2012 was $33.4 milli |
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| June 19, 2012 |
Audience Appoints Eitan Medina as Vice President of Engineering Press Release Exhibit 99.1 FOR IMMEDIATE RELEASE: Audience Appoints Eitan Medina as Vice President of Engineering MOUNTAIN VIEW, Calif. – Jun. 19, 2012 – Audience, Inc. (NASDAQ: ADNC), the leading provider of intelligent voice and audio solutions that improve voice quality and the user experience in mobile devices, today announced that it has appointed Eitan Medina as its new Vice President of Eng |
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| June 19, 2012 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 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 Date of Report (Date of earliest event reported): June 19, 2012 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission F |
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| June 11, 2012 |
Office Lease Exhibit 10.16 OFFICE LEASE 331 FAIRCHILD DRIVE CARRAMERICA NATIONAL AVENUE, L.L.C., a Delaware limited liability company as Landlord, and AUDIENCE, INC., a Delaware corporation as Tenant. TABLE OF CONTENTS Page ARTICLE 1 PREMISES, BUILDING, PROJECT, AND COMMON AREAS 4 ARTICLE 2 LEASE TERM; OPTION TERM 5 ARTICLE 3 BASE RENT 8 ARTICLE 4 ADDITIONAL RENT 9 ARTICLE 5 USE OF PREMISES 17 ART |
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| June 11, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 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 Date of Report (Date of earliest event reported): June 5, 2012 AUDIENCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35528 91-2061537 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 17, 2012 |
rrd310043349994.html POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Natasha Skok, with full power of substitution, as the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as a 10% holder of the capital stock of Audience, Inc. (the "Company"), Forms 3, 4, and 5 and a |
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| May 10, 2012 |
AUDIENCE, INC. 2001 STOCK PLAN 2001 Stock Plan, as amended, and form of agreements used thereunder Exhibit 10.2 AUDIENCE, INC. 2001 STOCK PLAN 1. Purposes of the Plan. The purposes of this 2001 Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees and Consultants and to promote the success of the Company’s business. Options gra |
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| May 10, 2012 |
AUDIENCE, INC. 2011 EMPLOYEE STOCK PURCHASE PLAN 2011 Employee Stock Purchase Plan and form of agreements used thereunder Exhibit 10. |
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| May 10, 2012 |
Filed Pursuant to Rule 424(b)(4) Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. |
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| May 10, 2012 |
AUDIENCE, INC. 2011 EQUITY INCENTIVE PLAN 2011 Equity Incentive Plan, as amended, and form of agreements thereunder Exhibit 10. |
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| May 10, 2012 |
AUDIENCE, INC. AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN Amended and Restated 2011 Equity Incentive Plan and form of agreements Exhibit 10. |
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| May 10, 2012 |
- REGISTRATION STATEMENT ON FORM S-8 Registration Statement on Form S-8 As filed with the Securities and Exchange Commission on May 10, 2012 Registration No. |
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| May 8, 2012 |
016570| 003590|127C|RESTRICTED||4|057-423 016570| 003590|127C|RESTRICTED||4|057-423 COMMON STOCK PAR VALUE $0.001 COMMON STOCK THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA AND NEW YORK, NY Shares * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * * * * * * * * 0 0 0 0 0 0 * * Certificate Number ZQ 000000 AUDIENCE, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE THIS CE |
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| May 8, 2012 |
- AMENDMENT NO. 5 TO REGISTRATION STATEMENT ON FORM S-1 Amendment No. 5 to Registration Statement on Form S-1 Table of Contents As filed with the Securities and Exchange Commission on May 8, 2012 Registration No. 333-179016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 Audience, Inc. (Exact name of Registrant as specified in its charter) Delawa |
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| May 7, 2012 |
Underwriter Acceleration Request May 7, 2012 Via EDGAR Division of Corporation Finance U. |
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| May 7, 2012 |
Acceleration Request May 7, 2012 VIA EDGAR AND FACSIMILE Securities and Exchange Commission Division of Corporation Finance 100 F Street N. |
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| April 27, 2012 |
APPLE INC. MASTER DEVELOPMENT AND SUPPLY AGREEMENT Master Development and Supply Agreement Exhibit 10.13 Apple Audience MDSA [*****] APPLE INC. MASTER DEVELOPMENT AND SUPPLY AGREEMENT THIS MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] is entered into by and among Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, United States and Apple Sales International, an Irish corpor |
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| April 27, 2012 |
Form 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Audience, Inc. (Exact name of registrant as specified in its charter) Delaware 91-2061537 (State of incorporation or organization) (I.R.S. Employer Identification No.) 440 Clyde Avenue |
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| April 27, 2012 |
APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] SOW Statement of Work under the Master Development and Supply Agreement Exhibit 10.13.1 APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW THIS STATEMENT OF WORK (the “SOW”) is entered into by and between Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, Apple Sales International, |
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| April 27, 2012 |
APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] SOW Statement of Work under the Master Development and Supply Agreement Exhibit 10.13.2 APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW THIS STATEMENT OF WORK (the “SOW”), dated December 19, 2008, is entered into by and among Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, Ap |
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| April 27, 2012 |
APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] SOW Statement of Work under the Master Development and Supply Agreement Exhibit 10.13.3 APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW THIS STATEMENT OF WORK (the “SOW”), is entered into by and among Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, Apple Sales International, |
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| April 27, 2012 |
AUDIENCE, INC. AMENDMENT NUMBER TWO TO THE AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT Amendment Number Two to the Amended and Restated Investors Rights Agreement Exhibit 4. |
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| April 27, 2012 |
SEC Response Letter April 27, 2012 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street N. |
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| April 27, 2012 |
Amd No. 1 to the Statement of Work under the Master Development and Supply Agmt Exhibit 10.13.4 Amendment No. 1 to the [*****] SOW Between Apple and Audience This Amendment No. 1 (the “Amendment’) entered into by: Apple Inc. (“Apple”) and Audience, Inc. (“Audience”) is effective as of: December 22, 2010 (the “Effective Date”) and amends: the [*****] SOW, dated December 19, 2008 (the “SOW’), under |
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| April 27, 2012 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AUDIENCE, INC. Certificate of Incorporation of the Registrant Exhibit 3.1.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AUDIENCE, INC. Audience, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Audience, Inc. The original Certificate of Incorporation of the Corporation was filed with the Secretary of State |
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| April 27, 2012 |
- AMENDMENT NO. 4 TO REGISTRATION STATEMENT ON FORM S-1 Amendment No. 4 to Registration Statement on Form S-1 Table of Contents As filed with the Securities and Exchange Commission on April 27, 2012 Registration No. 333-179016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 Audience, Inc. (Exact name of Registrant as specified in its charter) Del |
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| April 27, 2012 |
AMENDMENT 1 TO STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] SOW EX-10.13.3.1 9 d229773dex101331.htm AMD NO. 1 TO THE STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGMT Exhibit 10.13.3.1 AMENDMENT 1 TO STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW This Amendment One (this “Amendment”) to the [*****] SOW, dated March 26, 2010 (“[*****] SOW”) under the Master Development and Supply Agreement [*****] (the “Agre |
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| April 20, 2012 |
Sublease by and between the Registrant and Zynga Inc. Exhibit 10.15 SUBLEASE THIS SUBLEASE (this “Sublease”) is dated as of March 16, 2012, by and between ZYNGA INC., a Delaware corporation (“Sublandlord”), and AUDIENCE, INC., a Delaware corporation (“Subtenant”). R E C I T A L S A. Sublandlord is the Tenant under that certain Lease Agreement dated as of October 19, 2011 (the “Original Lease”), by |
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| April 20, 2012 |
Subsidiaries of Audience, Inc. Subsidiaries Exhibit 21.1 Subsidiaries of Audience, Inc. Subsidiary of Audience, Inc.: Audience International, Inc. (Cayman Islands) Subsidiaries of Audience International, Inc.: Audience Manufacturing Services, Inc. (Cayman Islands) Audience Sales and Support, Inc. (Cayman Islands) Audience Singapore PTE LTD (Singapore) Subsidiaries of Audience Singapore PTE LTD Audience Korea Yuhan Hoesa (South |
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| April 20, 2012 |
AUDIENCE INC. EXECUTIVE INCENTIVE COMPENSATION PLAN (Adopted March 30, 2012) 2012 Executive Incentive Compensation Plan Exhibit 10.14 AUDIENCE INC. EXECUTIVE INCENTIVE COMPENSATION PLAN (Adopted March 30, 2012) 1. Purposes of the Plan. The Plan is intended to increase shareholder value and the success of the Company by motivating Employees to (a) perform to the best of their abilities, and (b) achieve the Company’s objectives. 2. Definitions. (a) “Affiliate” means any corp |
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| April 20, 2012 |
- AMENDMENT NO. 3 TO REGISTRATION STATEMENT ON FORM S-1 Amendment No. 3 to Registration Statement on Form S-1 Table of Contents As filed with the Securities and Exchange Commission on April 20, 2012 Registration No. 333-179016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 Audience, Inc. (Exact name of Registrant as specified in its charter) Del |
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| April 20, 2012 |
SEC Response Letter CONFIDENTIAL TREATMENT REQUESTED BY AUDIENCE, INC. ADNC-002 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. OMITTED INFORMATION HAS BEEN REPLACED IN THIS LETTER AS FILED VIA EDGAR WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***].” THE OM |
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| April 20, 2012 |
Form of Underwriting Agreement Exhibit 1.1 J.P. MORGAN SECURITIES LLC UNDERWRITING AGREEMENT AUDIENCE, INC. Shares of Common Stock Underwriting Agreement , 20 J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 |
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| March 29, 2012 |
SEC Response Letter March 29, 2012 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street N. |
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| March 29, 2012 |
- AMENDMENT NO. 2 TO REGISTRATION STATEMENT ON FORM S-1 Amendment No. 2 to Registration Statement on Form S-1 Table of Contents As filed with the Securities and Exchange Commission on March 29, 2012 Registration No. 333-179016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 Audience, Inc. (Exact name of Registrant as specified in its charter) Del |
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| March 29, 2012 |
AMENDMENT 1 TO STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] SOW Amendment No. 1 to the Statement of Work Exhibit 10.13.3.1 AMENDMENT 1 TO STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW This Amendment One (this “Amendment”) to the [*****] SOW, dated March 26, 2010 (“[*****] SOW”) under the Master Development and Supply Agreement [*****] (the “Agreement”), dated August 6, 2008, is entered into by Apple Inc. (“Apple”) and |
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| February 22, 2012 |
- STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT Statement of Work under the Master Development and Supply Agreement Exhibit 10.13.1 APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW THIS STATEMENT OF WORK (the “SOW”) is entered into by and between Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, Apple [*****] (collectivel |
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| February 22, 2012 |
APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] SOW Statement of Work under the Master Development and Supply Agreement Exhibit 10.13.3 APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW THIS STATEMENT OF WORK (the “SOW”), is entered into by and among Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, Apple [*****] (collectively |
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| February 22, 2012 |
SEC Response Letter CONFIDENTIAL TREATMENT REQUESTED BY AUDIENCE, INC. ADNC-001 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. OMITTED INFORMATION HAS BEEN REPLACED IN THIS LETTER AS FILED VIA EDGAR WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***].” THE OM |
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| February 22, 2012 |
- AMENDMENT NO. 1 TO THE STATEMENT OF WORK Amendment No. 1 to the Statement of Work Exhibit 10.13.4 Amendment No. 1 to the [*****] SOW Between Apple and Audience This Amendment No. 1 (the “Amendment”) entered into by: Apple Inc. (“Apple”) and Audience, Inc. (“Audience”) is effective as of: December 22, 2010 (the “Effective Date”) and amends: the [*****] SOW, dated December 19, 2008 (the “SOW”), under the Master Development and Supply Agree |
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| February 22, 2012 |
- STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT Statement of Work under the Master Development and Supply Agreement Exhibit 10.13.2 APPLE INC. STATEMENT OF WORK UNDER THE MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] [*****] SOW THIS STATEMENT OF WORK (the “SOW”), dated December 19, 2008, is entered into by and among Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, Ap |
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| February 22, 2012 |
- AMENDMENT NO. 1 TO REGISTRATION STATEMENT ON FORM S-1 Amendment No. 1 to Registration Statement on Form S-1 Table of Contents As filed with the Securities and Exchange Commission on February 22, 2012 Registration No. 333-179016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 Audience, Inc. (Exact name of Registrant as specified in its charter) |
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| February 22, 2012 |
SEPARATION AGREEMENT AND RELEASE Separation Agreement and Release Exhibit 10.9 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (“Agreement”) is made by and between James Lau (“Employee”) and Audience, Inc., a Delaware corporation (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”). RECITALS WHEREAS, Employee was employed by the Company; WHEREAS, Employee sign |
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| February 22, 2012 |
APPLE INC. MASTER DEVELOPMENT AND SUPPLY AGREEMENT Master Development and Supply Agreement Exhibit 10.13 Apple Audience MDSA [*****] APPLE INC. MASTER DEVELOPMENT AND SUPPLY AGREEMENT THIS MASTER DEVELOPMENT AND SUPPLY AGREEMENT [*****] is entered into by and among Apple Inc., a California corporation having its principal place of business at 1 Infinite Loop, Cupertino, California 95014, United States and Apple [*****] (collectively, “Apple”), and |
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| January 13, 2012 |
AUDIENCE, INC. 2011 EMPLOYEE STOCK PURCHASE PLAN 2011 Employee Stock Purchase Plan Exhibit 10.5 AUDIENCE, INC. 2011 EMPLOYEE STOCK PURCHASE PLAN 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock through accumulated Contributions. The Company’s intention is to have the Plan qualify as an “employee stock purchase plan” under Section 423 of the Cod |
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| January 13, 2012 |
450 Clyde Avenue Lease Agreement Exhibit 10.6.1 450 CLYDE AVENUE LEASE AGREEMENT by and between 440 CLYDE AVENUE ASSOCIATES, LLC (“Landlord”) and AUDIENCE, INC. (“Tenant”) BASIC LEASE INFORMATION Lease Date: December 20, 2010 LANDLORD: 440 CLYDE AVENUE ASSOCIATES, LLC a Delaware limited liability company Managing Agent: DOSTART DEVELOPMENT COMPANY, LLC Landlord’s and Managing Agent’s Address: c/o |
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| January 13, 2012 |
CERTIFICATE OF INCORPORATION OF AUDIENCE, INC. ARTICLE I Certificate of Incorporation of the Registrant Exhibit 3.1.1 CERTIFICATE OF INCORPORATION OF AUDIENCE, INC. ARTICLE I The name of the Company is Audience, Inc. (the “Company”). ARTICLE II The address of the Company’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The name of its registered agent at such add |
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| January 13, 2012 |
AUDIENCE, INC. AMENDMENT TO THE AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT Amendment to the Amended and Restated Investors' Rights Agreement Exhibit 4.3.1 AUDIENCE, INC. AMENDMENT TO THE AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT This amendment (the “Amendment”) to the Amended and Restated Investors’ Rights Agreement is made as of June 24, 2011 (the “Existing Agreement”), by and among Audience, Inc., a California corporation (the “Company”), Lloyd Watts, Ph.D. (the |
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| January 13, 2012 |
Registration Statement - FORM S-1 Form S-1 Table of Contents As filed with the Securities and Exchange Commission on January 13, 2012 Registration No. |
