IDT CORP

Regulatory Filings • Aug 25, 2022

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 24, 2022

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IDT CORPORATION

(Exact name of registrant as specified in its charter)

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Delaware	1-16371	22-3415036
(State
or other jurisdiction of
incorporation)	(Commission File Number)	(IRS
Employer Identification
No.)

| 520
Broad Street Newark , New Jersey | 07102 |
| --- | --- |
| (Address
of principal executive offices) | (Zip
Code) |

Registrant’s telephone number, including area code: (973) 438-1000

Not Applicable

(Former name or former address, if changed since last report.)

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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)) |

| Title
of each class | Trading
Symbol | Name
of each exchange on which registered |
| --- | --- | --- |
| Class
B common stock, par value $0.01 per share | IDT | New
York Stock Exchange |

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 7.01. Regulation FD.

On August 25, 2022, the Registrant issued a press release regarding the matter discussed under Item 8.01 below. A copy of the announcement is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The Registrant is furnishing the information contained in this portion of this Report, including Exhibit 99.1, pursuant to Item 7.01 of Form 8-K promulgated by the Securities and Exchange Commission (the “SEC”). This information shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC unless otherwise expressly stated in such filing.

Item 8.01. Other Events.

As previously disclosed, on September 20, 2016, IDT Corporation (the “Company”) received a letter of inquiry from the Enforcement Bureau of the Federal Communications Commission (the “FCC”) requesting certain information and materials related to an investigation of potential violations by Straight Path Spectrum LLC (formerly a subsidiary of the Company) in connection with licenses to operate on the 28 GHz and 39 GHz bands of the Fixed Microwave Services. The Company cooperated with the FCC in this matter.

On August 24, 2022, the Enforcement Bureau of the Federal Communications Commission’s Spectrum Enforcement Division informed the Company that, at this time, the Bureau had completed its review of the record regarding the matter and does not plan to take action in the matter.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

| Exhibit
No. | Document |
| --- | --- |
| 99.1 | Press Release of the Registrant, dated August 25, 2022. |
| 104 | Cover
Pager Interactive Data File, formatted in Inline XBRL document |

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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.

| IDT
CORPORATION | |
| --- | --- |
| By: | /s/
Shmuel Jonas |
| Name: | Shmuel
Jonas |
| Title: | Chief
Executive Officer |

Dated: August 25, 2022

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EXHIBIT INDEX

| Exhibit
Number | Document |
| --- | --- |
| 99.1 | Press Release of the Registrant, dated August 25, 2022. |
| 104 | Cover
Pager Interactive Data File, formatted in Inline XBRL document |

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