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 15, 2016

(Exact Name of Registrant as Specified in Charter)

(Registrant’s Telephone Number, Including Area Code)

(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 (see General Instruction A.2. below):

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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

Item 1.01.

Entry Into a Material Definitive Agreement.

On July 15, 2016, ParkerVision, Inc. (the “Company”) entered into a Patent License and Settlement Agreement (the “Agreement”) with Samsung Electronics Co., Ltd. and its affiliates (collectively, “Samsung”). Under the terms of the Agreement, the Company granted Samsung a perpetual, worldwide license to the Company’s current patent portfolio, subject to certain exclusions.

The Company agreed to file a motion to terminate Samsung from the International Trade Commission investigation captioned Certain RF Capable Integrated Circuits and Products Containing the Same, Inv. No. 337-TA-982 and to dismiss its claims against Samsung in two district court cases, currently stayed, in the United States District Court for the Middle District of Florida (ParkerVision v. Apple, Inc. et al., Case No. 3:15-cv-01477 and ParkerVision v. Qualcomm Incorporated et al., Case No. 6:14-cv-00687).

The Company and Samsung agreed not to disclose the specific financial terms of the Agreement.

Item 7.01. Regulation FD Disclosure.

On July 18, 2016, the Company issued a press release announcing the Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01, and the exhibits related thereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 7.01, and the exhibits related thereto, shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits:

 

SIGNATURE

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: July 18, 2016

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