0001826681false0001826681us-gaap:CommonStockMember2024-06-122024-06-120001826681pdyn:RedeemableWarrantMember2024-06-122024-06-1200018266812024-06-122024-06-12

 

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): June 12, 2024

 

 

Palladyne AI Corp.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39897

85-2838301

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

650 South 500 West, Suite 150

 

Salt Lake City, Utah

 

84101

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (888) 927-7296

 

 

(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:

☐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

 

PDYN

 

The Nasdaq Stock Market LLC

Redeemable warrants, exercisable for shares of Common Stock at an exercise price of $69.00 per share

 

PDYNW

 

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.

On June 12, 2024, Palladyne AI Corp. (the "Company") held its 2024 annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting, 15,532,376 shares of the Company’s common stock, or approximately 58.50% of the total shares entitled to vote, were present in person or by proxy and voted on the following proposals, which are described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on April 23, 2024:

 

Proposal One - Election of Class III Directors. The following nominees were elected as Class III directors to hold office until our 2027 annual meeting of stockholders and until their respective successors are elected and qualified or until their earlier death, resignation or removal.

Nominee

For

Withhold

 

Broker Non-Votes

Brian D. Finn

11,046,710

 

300,369

 

4,185,297

Laura J. Peterson

10,973,397

 

371,243

 

4,187,736

Proposal Two - Ratification of Appointment of Independent Registered Public Accounting Firm. The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2024 was ratified.

For

Against

Withhold

 

Broker Non-Votes

15,389,963

 

116,902

 

25,511

 

—

 

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.

Palladyne AI Corp.

Dated:

June 14, 2024

By:

/s/ Stephen Sonne

Name:

Title:

Stephen Sonne
Chief Legal Officer & Secretary

 

v3.24.1.1.u2
Document And Entity Information
Jun. 12, 2024
Document Information [Line Items]  
Document Type 8-K
Amendment Flag false
Document Period End Date Jun. 12, 2024
Entity Registrant Name Palladyne AI Corp.
Entity Central Index Key 0001826681
Entity Emerging Growth Company true
Entity File Number 001-39897
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 85-2838301
Entity Address, Address Line One 650 South 500 West, Suite 150
Entity Address, City or Town Salt Lake City
Entity Address, State or Province UT
Entity Address, Postal Zip Code 84101
City Area Code (888)
Local Phone Number 927-7296
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Ex Transition Period false
Common Stock [Member]  
Document Information [Line Items]  
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol PDYN
Security Exchange Name NASDAQ
Redeemable Warrant Member  
Document Information [Line Items]  
Title of 12(b) Security Redeemable warrants, exercisable for shares of Common Stock at an exercise price of $69.00 per share
Trading Symbol PDYNW
Security Exchange Name NASDAQ
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