<PAGE>
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 14, 2000
-----------------
BANKRATE, INC.
--------------
(exact name of registrant as specified in chapter)
Florida 0-25681 65-0423422
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
11811 U.S. Highway One
Suite 101
North Palm Beach, Florida 33408
--------------------------------------------------------------------------------
(zip code)
Registrant's telephone number, including area code: (561) 627-7330
--------------
<PAGE>
Item 5. Other Events.
Bankrate, Inc. announced that on December 14th it received a Nasdaq Staff
Determination letter indicating that the Company no longer complies with the net
tangible assets requirement for continued listing set forth in Marketplace Rule
4450(a)(3), and that the Company's common stock is, therefore, subject to
delisting from The Nasdaq National Market.
The Company is appealing this determination by immediately requesting a hearing
before a Nasdaq Listing Qualifications Panel. The date for the hearing has not
yet been established. The Company has been advised that Nasdaq will not take any
action to delist its common stock pending the conclusion of that hearing. There
can be no assurance, however, that the Company's appeal will be successful, and
its common stock may be delisted from The Nasdaq National Market if the appeal
is denied or if the Company decides, for business reasons, not to effectuate
alternative remedies. If necessary, the Company would apply to list its common
stock on The Nasdaq SmallCap Market, the OTC Bulletin Board or another quotation
system or exchange on which the Company would qualify.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial statements and pro forma financial information.
None.
(b) Exhibits.
99.1 Text of Press Release of Bankrate, Inc. dated
December 21, 2000.
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 thereunto duly authorized.
BANKRATE, INC.
/s/ Robert J. DeFranco
----------------------
Date: December 21, 2000 Robert J. DeFranco
Senior Vice President
Chief Financial Officer
2
<PAGE>
EXHIBIT INDEX
Exhibit
-------
99.1 Text of Press Release of Bankrate, Inc. dated December 21, 2000.
