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 20, 2020
ARCIMOTO, INC.
(Exact name of registrant as specified in its charter)
Oregon
(State or other jurisdiction of incorporation)
| 001-38213 | | 26-1449404 |
| (Commission | | (IRS Employer |
| File Number) | | Identification No.) |
2034 West 2nd Avenue, Eugene, OR 97402
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code(541) 683-6293
(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) |
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| | ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| | ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| | ☐ | 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, no par value | | FUV | | Nasdaq Capital Market |
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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 20, 2020, at the Arcimoto, Inc. (the “Company”) annual meeting of shareholders (the “Annual Meeting”), the shareholders approved an amendment to the Arcimoto, Inc. 2018 Omnibus Stock Incentive Plan, which was previously adopted by the board of directors of the Company, subject to shareholder approval. A description of the terms and conditions of the plan and the amendment is included in the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on April 29, 2020 (the “Definitive Proxy Statement”), which description is incorporated herein by reference.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
The Annual Meeting was held on June 20, 2020. Of the 24,469,138 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting, there were present, in person or by proxy, 13,460,602 shares, representing approximately 55% of the total voting power of all of the outstanding common shares. At the Annual Meeting, the shareholders voted on two proposals, as described in greater detail in the Definitive Proxy Statement, and cast their votes as described below.
| 1. | The following individuals were elected to serve as directors of the Company, each of whom will hold office until the 2021 annual meeting of shareholders and until his or her successor is duly elected and qualified. Votes cast were as follows: |
| Nominee | | For | | | Withheld | | | Broker Non-Vote | |
| Mark D. Frohnmayer | | | 13,418,139 | | | | 42,463 | | | | — | |
| Terry L. Becker | | | 13,412,824 | | | | 47,778 | | | | — | |
| Nancy E. Calderon | | | 13,410,974 | | | | 49,628 | | | | — | |
| Joshua S. Scherer | | | 13,413,321 | | | | 47,281 | | | | — | |
| Jesse G. Eisler | | | 13,413,866 | | | | 46,736 | | | | — | |
| 2. | The proposed amendment to the Arcimoto, Inc. 2018 Omnibus Stock Incentive Plan was approved. Votes cast were as follows: |
| For | | | Against | | | Abstain | | | Broker Non-Vote | |
| | 12,821,816 | | | | 512,214 | | | | 126,572 | | | | — | |
| | | | | | | | | | | | | | | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | ARCIMOTO, INC. |
| | | |
| Date: June 23, 2020 | By: | /s/ Mark Frohnmayer |
| | | Mark Frohnmayer |
| | | Chief Executive Officer |
