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
NeuStar, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-32548 | 52-2141938 | ||
| (State or other jurisdiction Of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 21575 Ridgetop Circle Sterling, Virginia |
20166 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(571) 434-5400
(Registrant’s telephone number, including area code.)
N/A
(Former name and 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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 2.02. | Results of Operations and Financial Condition. |
On May 2, 2013, NeuStar, Inc. (the “Company” or “Neustar”) announced its financial results for the first quarter of 2013. A copy of the press release containing the announcement is included as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. |
A copy of the supplemental slides, which will be discussed during the Company’s earnings call at 4:30 p.m. Eastern Time on Thursday, May 2, 2013, is attached to this Current Report as Exhibit 99.2 and is incorporated herein by reference.
| Item 8.01. | Other Events. |
On May 2, 2013, the Company announced that its Board of Directors had authorized the purchase of up to $250 million of its Class A common stock through the end of the year. A copy of the press release announcing the share repurchase plan is attached hereto as Exhibit 99.3 and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits |
The information in this report on Form 8-K under Items 2.02 and 7.01, including the exhibits attached hereto related to Items 2.02 and 7.01, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
The following are attached as exhibits to this Current Report on Form 8-K:
| Exhibit |
Description | |
| 99.1 | Press Release of Neustar, dated May 2, 2013, announcing first quarter 2013 financial results. | |
| 99.2 | Slides presented at the May 2, 2013 earnings call. | |
| 99.3 | Press Release of Neustar, dated May 2, 2013, announcing the share repurchase program. | |
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.
| Date: May 2, 2013 | NEUSTAR, INC. | |||||
| By: | /s/ Paul S Lalljie Name: Paul S Lalljie Title: Chief Financial Officer (Principal Financial and Accounting Officer and Duly Authorized Officer) | |||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press Release of Neustar, dated May 2, 2013, announcing first quarter 2013 financial results. | |
| 99.2 | Slides presented at the May 2, 2013 earnings call. | |
| 99.3 | Press Release of Neustar, dated May 2, 2013, announcing the share repurchase program. | |