Form 8-K Kandi Technologies Group For: Dec 28
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
|(State of Incorporation)||(Commission File Number)||(IRS Employer Identification)|
(Address of principal executive offices)
Registrant’s telephone number, including area code
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|
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.
On December 28, 2021, Kandi Technologies Group, Inc., a Delaware corporation (the “Company”) held its Annual Meeting of Shareholders for the fiscal year ended December 31, 2020 (the “Annual Meeting”). Holders of 45,882,944 shares of the Company's common stock were present in person or by proxy at the Annual Meeting, representing 59.29% of the total outstanding shares of common stock and therefore constituting a quorum of more than a majority of the shares outstanding and entitled to vote at the Annual Meeting as of the record date of November 4, 2021. The final voting result for each matter submitted to a vote of shareholders at the meeting are as follows. Except for proposal 2 below, broker Non-votes are not counted.
Proposal 1: Election of Directors
The following seven individuals were elected as the Board of Directors of the Company to serve as directors until the next Annual Meeting of Shareholders or until their successors have been duly elected and qualified. Broker Non-votes of 20,411,758 shares are not counted.
Proposal 2: Ratification of the appointment of Benjamin & Ko as Independent Auditor
The shareholders ratified the appointment of Benjamin & Ko as the Company’s independent auditor for the fiscal year ending December 31, 2021. Broker Non-votes of 20,411,758 shares are counted.
|TOTAL SHARES VOTED||45,232,759||506,163||144,022|
Proposal 3: Advisory Vote on Compensation of Named Executive Officers
The shareholders approved, on an advisory, non-binding basis, the compensation of our named executive officers. Broker Non-votes of 20,411,758 shares are not counted.
|TOTAL SHARES VOTED||24,408,799||891,913||170,474|
Proposal 4: An Amendment to the Certificate of Incorporation
Votes of a majority of the outstanding shares of the Company’s common stock in favor of the proposal is required to approve an amendment to the Company’s Certificate of Incorporation, as amended, to increase the number of authorized shares of the Company’s common stock from one hundred million (100,000,000) shares of common stock to one billion (1,000,000,000) shares of common stock, and to correspondingly increase the number of authorized shares of preferred stock from ten million (10,000,000) shares to one hundred million (100,000,000). Broker Non-votes of 20,411,758 shares are not counted. The Company did not obtain sufficient votes to pass this proposal.
|TOTAL SHARES VOTED||20,448,924||4,918,401||103,861|
Proposal 5: Approval of Future Adjustments of Exercise Prices of Warrants
The shareholders approved, for purposes of complying with Nasdaq Listing Rule 5635(d), any future adjustments of exercise prices of certain warrants below their floor prices in accordance with the terms of such warrants. Broker Non-votes of 20,411,758 shares are not counted.
|TOTAL SHARES VOTED||24,410,851||918,648||141,687|
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.
|KANDI TECHNOLOGIES GROUP, INC.|
|Date: December 28, 2021||By:||/s/ Hu Xiaoming|
|Title:||Chief Executive Officer|
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