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
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Date of Report (Date of earliest event reported):
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June 30, 2006 |
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CORVEL CORPORATION
(Exact Name of Registrant as Specified in Charter)
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| DELAWARE
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000-19291
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33-0282651 |
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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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2010 Main Street, Suite 600, Irvine, California
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92614 |
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(Address of Principal Executive Offices)
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(Zip Code) |
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Registrant’s telephone number, including area code
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(949) 851-1473 |
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N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following provisions:
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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As previously disclosed in a Current Report on Form 8-K filed on June 30, 2006, CorVel
Corporation (the “Company”) was unable to file its Annual Report on Form 10-K for the year ended
March 31, 2006 (the “Form 10-K”) with the Securities and Exchange Commission (the “SEC”) on June
29, 2006, the deadline for filing the report under Rule 12b-25 of the Securities Exchange Act of
1934. On June 15, 2006, the Company filed a Notification of Late Filing on Form 12b-25 with the
SEC indicating that it would be unable to file its Form 10-K within the prescribed time period.
Despite diligent efforts, the work necessary to complete the Form 10-K could not be finished in
sufficient time to permit the timely filing of the Form 10-K on June 29, 2006, but the Company was
able to file the Form 10-K one day later on June 30, 2006.
As a result of its failure to file the Form 10-K by June 29, 2006, the Company notified Nasdaq
on June 30, 2006 of its belief that it was not in compliance with conditions for the continued
listing of the Company’s common stock on the Nasdaq Stock Market under Nasdaq Marketplace
Rule4310(c)(14). Before the end of the day on June 30, 2006, however, the Company was able to file
the Form 10-K. The Company has not received any written notice of staff determination from Nasdaq
to prohibit the continued listing of the Company’s securities on the Nasdaq Stock Market in
connection with the events described above.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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CORVEL CORPORATION |
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(Registrant) |
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Dated: July 7, 2006
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/s/ V. GORDON CLEMONS |
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V. Gordon Clemons
Chief Executive Officer |