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 18, 2016 |
HIGHPOWER INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-34098 | 20-4062622 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Building A1, Luoshan Industrial Zone, Shanxia, Pinghu, Longgang, Shenzhen, Guangdong, 518111, China
(Address, including zip code, of principal executive offices)
| Registrant’s telephone number, including area code | (86) 755-89686238 |
(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)) |
Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 18, 2016, Highpower International, Inc. (the "Company") held its 2016 Annual Meeting of Stockholders (the "Annual Meeting"). For more information about the proposals, see the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on November 1, 2016 (the "Proxy Statement"), the relevant portions of which are incorporated herein by reference.
At the Annual Meeting, stockholders representing 11,649,305 shares or 77.1% of the 15,113,096 shares of common stock outstanding on the record date of October 19, 2016, were present in person or by proxy, constituting a quorum for the purposes of the Annual Meeting. The final voting results on each of the matters submitted to a vote of stockholders were as follows:
Proposal No. 1. Election of Directors. The Company's stockholders elected, by a plurality of the shares present in person or represented by proxy at the Annual Meeting, each of the five director nominees to the board of directors, to serve until our 2017 annual meeting of stockholders or until his respective successor has been elected, as follows:
| Director Nominee | Votes For | Votes Withheld | Broker Non-votes |
| Dan Yu Pan | 7,830,724 | 236,975 | 3,581,606 |
| Wen Liang Li | 7,836,524 | 231,175 | 3,581,606 |
| T. Joseph Fisher, III | 7,837,224 | 230,475 | 3,581,606 |
| Xin Hai Li | 7,836,524 | 231,175 | 3,581,606 |
| Ping Li | 7,836,524 | 231,175 | 3,581,606 |
Proposal No. 2. Advisory Vote on Named Executive Officer Compensation. The Company's stockholders approved, on an advisory basis, the compensation of our name executive officers by the affirmative vote of at least a majority vote of stockholders as follows:
| For | Against | Abstain | Broker Non-votes |
| 7,882,573 | 156,582 | 28,544 | 3,581,606 |
Proposal No. 3. Ratification of Appointment of Independent Auditors. The Company's stockholders ratified the appointment of Marcum Bernstein & Pinchuk LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016, by the affirmative vote of at least a majority of stockholders as follows:
| For | Against | Abstain | Broker Non-votes |
| 11,302,292 | 192,557 | 154,456 | ̶ |
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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.
| Dated: December 21, 2016 | Highpower International, Inc. | |
| /s/ | Sunny Pan | |
| By: | Sunny Pan | |
| Its: | Interim Chief Financial Officer | |
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