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):  December 19, 2006

AXT, INC.

(Exact name of registrant as specified in its charter)

Delaware

 

000-24085

 

94-3031310

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

 

 

4281 Technology Drive

Fremont, California 94538

(Address of principal executive offices) (Zip Code)

 


Registrant’s telephone number, including area code: (510) 683-5900

 

Not Applicable

(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):

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

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

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

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

 




Item 8.01. Other Items.

In a press release dated December 19, 2006, AXT, Inc. announced the closing of the sale of 5,750,000 shares of its common stock at a price per share of $4.50 in a firmly underwritten public offering.  Additional details regarding the public offering are contained in the press release, a copy of which is attached hereto as Exhibit 99.1 and which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d)           Exhibits

99.1                           Press release dated December 19, 2006

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.

 

AXT, INC.

 

 

 

 

 

 

Date:  December 19, 2006

 

By:

 /s/ Wilson W. Cheung

 

 

 

 

Wilson W. Cheung

 

 

 

Chief Financial Officer

 

3




EXHIBIT INDEX

Exhibit
Number

 

Description

 

 

 

99.1

 

Press release dated December 19, 2006.

 

4