Current Report Filing (8-k)
September 26 2019 - 3:43PM
Edgar (US Regulatory)
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) September 25, 2019
ACORN
ENERGY, INC.
(Exact
name of Registrant as Specified in its Charter)
Delaware
|
|
001-33886
|
|
22-2786081
|
(State
or Other Jurisdiction
of
Incorporation)
|
|
(Commission
file
Number)
|
|
(IRS
Employer
Identification
No.)
|
1000
N West Street, Suite 1200, Wilmington, Delaware
|
|
19801
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code (302) 656-1708
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-2 under the Exchange Act (17 CFR 240.14a-2)
[ ] 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
|
None
|
|
|
|
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule
12b-2 of the Securities Exchange Act of 1934.
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
Annual Meeting of Stockholders of Acorn Energy, Inc. was held September 25, 2019. Set forth below are the voting results with
respect to each of the proposals presented at the Annual Meeting:
Proposal
1 – The stockholders elected, by a plurality of the votes cast, Jan H. Loeb, Gary Mohr, Michael F. Osterer and Samuel
M. Zentman to the Board of Directors to serve until the Annual Meeting of Stockholders in 2020 and until their successors are
duly elected and qualified.
Name
of Nominee
|
|
Total Votes For
|
|
Total Votes Withheld
|
|
Broker Non-Votes
|
|
|
|
|
|
|
|
Jan
H. Loeb
|
|
14,074,765.44
|
|
149,552
|
|
15,708,495
|
Gary
Mohr
|
|
13,774,338.44
|
|
449,979
|
|
15,708,495
|
Michael
F. Osterer
|
|
13,774,338.44
|
|
449,979
|
|
15,708,495
|
Samuel
M. Zentman
|
|
13,215,788.44
|
|
1,008,529
|
|
15,708,495
|
Proposal
2 – The stockholders approved an amendment to the Company’s restated certificate of incorporation to authorize
a reverse split of the Company’s common stock at any time prior to September 25, 2020, at a ratio between one-for-ten and
one-for-twenty, if and as determined by the Company’s Board of Directors.
Total
Votes For
|
|
Total
Votes Against
|
|
Total
Abstained
|
|
Broker
Non-Votes
|
28,798,780.44
|
|
1,056,197
|
|
77,830
|
|
0
|
Proposal
3 – The stockholders approved any motion to adjourn the Annual Meeting from time to time, if necessary or appropriate,
to solicit additional proxies in the event there were not sufficient votes at the time of the Annual Meeting to approve Proposal
2.
Total
Votes For
|
|
Total
Votes Against
|
|
Total
Abstained
|
|
Broker
Non-Votes
|
29,211,115.44
|
|
680,673
|
|
41,018
|
|
0
|
Proposal
4 – The stockholders ratified by the affirmative vote of a majority of the votes cast on the proposal, the appointment
by the Audit Committee of Friedman LLP as the independent registered public accounting firm for the year ending December 31, 2019.
Total
Votes For
|
|
Total
Votes Against
|
|
Total
Abstained
|
|
Broker
Non-Votes
|
29,820,115.44
|
|
81,320
|
|
31,373
|
|
0
|
Proposal
5 – The stockholders approved, in a non-binding advisory vote, the compensation of the Company’s named executive
officers.
Total
Votes For
|
|
Total
Votes Against
|
|
Total
Abstained
|
|
Broker
Non-Votes
|
13,655,587.44
|
|
259,751
|
|
308,979
|
|
15,708,495
|
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 on this 26th day of September, 2019.
|
ACORN ENERGY, INC.
|
|
|
|
By:
|
/s/
Tracy S. Clifford
|
|
Name:
|
Tracy
S. Clifford
|
|
Title:
|
Chief
Financial Officer
|
Acorn Energy (QB) (USOTC:ACFN)
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