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 12, 2009
EMERSON RADIO CORP.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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001-07731
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22-3285224 |
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(State Or Other
Jurisdiction Of
Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 9 Entin Road, Parsippany, New Jersey
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07054 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (973) 884-5800
Not Applicable
(Former Address, if changed since Last Report) (Zip Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 12, 2009, the Board of Directors (the “Board”) of Emerson Radio Corp.
(the “Company”) named Duncan Hon as a director of the Company. Mr. Hon, age 48,
currently serves as Chief Executive Officer of the Branded Distribution Division of
The Grande Holdings Limited, a Hong Kong based group of companies engaged in a number
of businesses including the manufacture, sale and distribution of audio, video and
other consumer electronics and video products (“Grande”). Grande currently holds
approximately 57.6% of the outstanding shares of common stock of the Company. Mr. Hon
also has served as a director of Grande and several of its subsidiaries, and brings
experience in finance, China trade and manufacturing. He also is a member of the Hong
Kong Institute of Certified Public Accountants and the Association of Chartered
Certified Accountants.
There is no arrangement or understanding between Mr. Hon and any other person
pursuant to which Mr. Hon was appointed as a director of the Company. Mr. Hon will be
eligible to participate in all non-management director compensation plans or
arrangements available to the Company’s other non-management directors.
A copy of the press release announcing the appointment of Mr. Hon as a director
of the Company is attached to this Current Report on Form 8-K as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
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Exhibit 99.1 — Press Release dated February 13, 2009. |