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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 21, 2022

 

POLAR POWER, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-37960   33-0479020

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

249 E. Gardena Boulevard, Gardena, California 90248

(Address of Principal Executive Offices) (Zip Code)

 

(310) 830-9153

(Registrant’s telephone number, including area code)

 

N/A

(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):

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.0001 per share   POLA   The NASDAQ Stock Market, LLC

 

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. ☐

 

 

 

 
 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

The 2022 annual meeting of stockholders (the “Annual Meeting”) of Polar Power, Inc. (the “Company”) was held on December 21, 2022. The following proposals were approved at the Annual Meeting by the votes indicated:

 

Proposal One: To elect four directors to serve on the Company’s Board of Directors until the next annual meeting of stockholders and/or until their successors are duly elected and qualified. The nominees for election are Arthur D. Sams, Keith Albrecht, Peter Gross and Katherine Koster.

 

The following nominees were elected by the votes indicated to serve as directors until the next annual meeting of stockholders and/or until their successors are duly elected and qualified:

 

Name 

Total Votes for

Director

  

Total Votes

Withheld from

Director

  

Total Broker

Non-Votes

 
Arthur D. Sams   6,497,303    44,809    2,695,667 
Keith Albrecht   6,495,394    46,718    2,695,667 
Peter Gross   6,496,847    45,264    2,695,667 
Katherine Koster   6,497,688    44,423    2,695,667 

 

Proposal Two: To ratify the appointment of Weinberg & Company, P.A., as the Company’s independent registered public accounting firm for the year ending December 31, 2022.

 

   Total Votes 
For   9,141,819 
Against   70,429 
Abstain   25,531 
Broker Non-Votes   N/A 

 

Proposal Three: To conduct a non-binding advisory vote to approve the compensation paid to the Company’s named executive officers.

 

   Total Votes 
For   6,432,759 
Against   97,147 
Abstain   12,205 
Broker Non-Votes   2,695,667 

 

Proposal Four: To conduct a non-binding advisory vote to determine the frequency of the non-binding advisory vote on executive compensation.

 

   Total Votes 
One Year   789,376 
Two Years   17,092 
Three Years   5,694,886 
Abstain   40,758 
Broker Non-Votes   2,695,667 

 

 
 

 

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.

 

Date: December 21, 2022

 

  POLAR POWER, INC.
     
  By: /s/ Arthur D. Sams
    Arthur D. Sams President, Chief Executive Officer and Secretary