SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark One)
;
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the year ended December 31, 2013
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Commission File No. 0-30821
TELECOMMUNICATION SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Maryland
52-1526369
(State or Other Jurisdiction
of Incorporation or Organization)
(I.R.S. Employer
Identification No.)
275 West Street, Annapolis, MD
21401
(Address of principal executive offices)
(Zip Code)
(410) 263-7616
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act: Class A Common Stock, Par Value $0.01 per share
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act: Yes
No
;
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act: Yes
No
;
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
;
No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data
File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes
;
No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer
.
Large accelerated filer
Accelerated filer
;
Non-accelerated filer
Smaller reporting company
Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Act): Yes
No
;
As of June 30, 2013, the aggregate market value of the Class A Common Stock held by non-affiliates, as reported on the NASDAQ Global
Market, was approximately $110,421,822.*
As of February 21, 2014 there were 54,595,507 shares of Class A Common Stock and 4,997,769 shares of Class B Common Stock
outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Document
Part of 10-K into which incorporated
Portions of the registrant’s Proxy Statement for the Annual Meeting of
Stockholders to be held May 29, 2014
Part III
* Excludes 7,891,107 shares of Class A Common Stock and 5,147,769 shares of Class B Common Stock deemed to be held by stockholders whose
ownership exceeds ten percent of the shares outstanding at June 30, 2013. Exclusion of shares held by any person should not be construed to indicate
that such person possesses the power, direct or indirect, to direct or cause the direction of the management or policies of the registrant, or that such
person is controlled by or under common control with the registrant.
