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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
INTERDEALER QUOTATION SYSTEM
FILED PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT
OF 1934 AND RULE 13a-17
OR 15d-17 THEREUNDER
TELXON CORPORATION
(EXACT NAME OF ISSUER AS SPECIFIED IN ITS CHARTER)
3330 WEST MARKET STREET, AKRON, OHIO 44333
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE: (216) 867-3700
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
INDICATE ANY CHANGE (INCREASE OR DECREASE) OF FIVE PERCENT OR MORE IN THE
NUMBER OF SHARES OUTSTANDING:
1. TITLE OF SECURITY: Common Stock, $ .01 par value
2. NUMBER OF SHARES OUTSTANDING BEFORE THE CHANGE: 14,272,671
3. NUMBER OF SHARES OUTSTANDING AFTER THE CHANGE: 15,201,649
4. EFFECTIVE DATE OF CHANGE: February 2, 1993
5. METHOD OF CHANGE:
SPECIFY METHOD (SUCH AS MERGER, ACQUISITION, EXCHANGE, DISTRIBUTION,
STOCK SPLIT, REVERSE SPLIT, ACQUISITION OF STOCK FOR TREASURY, ETC.):
Cumulative effect of employee stock option exercises, restricted stock
awarded to an employee and stock issued in the acquisition of the
remaining shares of a privately held company.
GIVE BRIEF DESCRIPTION OF TRANSACTION:
From time to time since the issuer's preceding Form 10-C filing,
employees of the issuer have exercised stock options previously
granted them by the issuer under its stockholder-approved stock option
plans. During that period, the issuer also awarded shares to an
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employee under its stockholder-approved restricted stock plan. Through the
negotiated acquisition of the privately held company's stock consummated on the
effective date shown above, that company became a wholly owned direct
subsidiary of the issuer; the issuance of the issuer's stock in the acquisition
was an exempt transaction not involving a public offering. The issuance
causing the five percent reporting threshold for this Form to be exceeded was
the 720,000 shares issued in consummating the acquisition of the privately held
company.
II. CHANGE IN NAME OF ISSUER
(Not applicable)
TELXON CORPORATION
DATE: November 2, 1995 By /s/Glenn S. Hansen
Glenn S. Hansen
Vice President, Legal
Administration and
Corporate Counsel
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TELXON CORPORATION
3330 WEST MARKET STREET
AKRON, OHIO 44333
TELEPHONE: (216) 867-3700
TELECOPIER: (216) 873-2240
November 2, 1995
BY EDGAR TRANSMISSION
- ---------------------
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Form 10-C with Respect to Increase in Number of Outstanding
Shares of Common Stock of Telxon Corporation
Gentlemen:
Based upon informal telephonic advice from the Staff, Telxon
Corporation hereby transmits the captioned Form 10-C for EDGAR filing pursuant
to the Securities Act of 1933 and Regulation S-T to update, through the
effective date recited on the Form, the Commission's records regarding the
number of outstanding shares of Telxon's Common Stock, which class of
securities is quoted on the Nasdaq National Market.
Should there be any questions concerning this filing, please contact
the undersigned.
Thank you.
Very truly yours,
TELXON CORPORATION
/s/ Glenn S. Hansen
Glenn S. Hansen
Vice President, Legal Administration
and Corporate Counsel
GSH:mlr
Attachment
cc: Robert A. Goodman, Esq.
John F. Ballard, Esq.
