SOHU » Topics » (Address, including zip code, of registrants principal executive offices and registrants telephone number, including area code)

This excerpt taken from the SOHU 8-K filed Mar 30, 2007.

(Address, including zip code, of registrant’s principal executive offices and registrant’s telephone number, including area 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):

 

¨ 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 27, 2007, Mary Ma informed the registrant that she will resign from the Board of Directors, effective as of April 1, 2007. Ms. Ma is a member of the registrant’s Audit and Nominating Committees.

The registrant’s Nominating Committee has commenced a search for a suitable candidate to replace Ms. Ma on the Board of Directors and each of the committees on which she served.


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.

 

DATED: March 30, 2007   SOHU.COM INC.
  By:  

/s/ Carol Yu

    Carol Yu
    Chief Financial Officer
This excerpt taken from the SOHU 10-Q filed Nov 6, 2006.

(Address, including zip code, of registrant’s principal executive offices and registrant’s telephone number, including area code)

 


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  ¨    Accelerated filer  x    Non-accelerated filer  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ¨  Yes    x  No

The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

 

Class

  

Outstanding at September 30, 2006

Common stock, $.001 par value    36,496,569

 



Table of Contents
This excerpt taken from the SOHU 8-K filed Jun 12, 2006.

(Address, including zip code, of registrant’s principal executive offices and registrant’s telephone number, including area 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):

 

¨ 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))

 



Items 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Sohu.com Inc. (“Sohu”) will be relying on the one-year cure period provided by Rule 4350(d)(4)(B) of the Nasdaq Marketplace Rules with respect to a vacancy on Sohu’s audit committee. On June 8, 2006, Sohu notified The Nasdaq Stock Market, pursuant to Rule 4350(d)(4)(B), that effective as of its 2006 Annual Meeting of Stockholders, Sohu expected to have an unfilled vacancy in its audit committee and, accordingly, would need to rely on the one-year cure period. The vacancy in the audit committee is the result of Mr. Thomas Gurnee’s not standing for re-election to Sohu’s Board of Directors at the 2006 Annual Meeting, which was held on June 9, 2006. Sohu has been conducting and continues to conduct a search for a suitable candidate to propose for service on the Board and the audit committee.

 

-2-


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.

 

DATED: June 12, 2006   SOHU.COM INC.
  By:  

/s/ Carol Yu

    Carol Yu
    Chief Financial Officer

 

-3-

This excerpt taken from the SOHU 8-K filed Feb 8, 2006.

(Address, including zip code, of registrant’s principal executive offices and registrant’s telephone number, including area 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):

 

¨ 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 February 6, 2006, the registrant announced its unaudited financial results for the quarter and the year ended December 31, 2005. A copy of the press release issued by the registrant regarding the foregoing is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

In addition, on February 6, 2006 the registrant’s management team hosted a conference call to discuss the earnings press release. A transcript of the call (excluding the question and answer portion of the call) is filed herewith as Exhibit 99.2 and is incorporated herein by reference.

 

This excerpt taken from the SOHU 10-Q filed Aug 8, 2005.

(Address, including zip code, of registrant’s principal executive offices and registrant’s telephone number, including area code)

 


 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).    Yes  x    No  ¨

 

The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

 

Class


 

Outstanding at July 29, 2005


Common stock, $.001 par value   36,306,194

 



Table of Contents
This excerpt taken from the SOHU 8-K filed Aug 2, 2005.

(Address, including zip code, of registrant’s principal executive offices and registrant’s telephone number, including area 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):

 

¨ 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 July 28, 2005 (Beijing Time), the registrant announced its earnings results for the quarter ended June 30, 2005. A copy of the press release issued by the registrant regarding the foregoing is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

In addition, on July 28, 2005 (Beijing Time), the registrant’s management team hosted a conference call to discuss the earnings press release. A transcript of the call (excluding the question and answer portion of the call) is filed herewith as Exhibit 99.2 and is incorporated herein by reference.

 

During the conference call, the registrant’s management team disclosed that Sohu derives substantially all of its sponsored search revenue from agents, which receive sales commissions equal to 50% of the revenues collected by the registrant that such agents generate. Sohu records sponsored search revenue net of these sales commissions. Management further explained that it expects wireless revenue to grow modestly in the third quarter of 2005.

 

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