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): August 27, 2020 (August 25, 2020)
Commission file number: 000-55610
GREENBACKER RENEWABLE ENERGY COMPANY LLC
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 80-0872648 | |
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
11 East 44th Street, Suite 1200
New York, NY 10017
Tel (646) 237-7884
(Address, including zip code and telephone number, including area code, of registrants Principal Executive Office)
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. |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act. |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2b under the Exchange Act. |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. |
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). ☒
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. ☒
Securities registered pursuant to Section 12(b) of the Act: None
Item 5.07. Submission of Matters to a Vote of Security Holders.
A special meeting of members of Greenbacker Renewable Energy Company LLC (the “Company”) was held on August 25, 2020 to vote to approve certain amendments to the Third Amended and Restated Limited Liability Company Operating Agreement of the Company, dated June 27, 2014 (the “Operating Agreement”), to eliminate most of the multiple forms of incentive compensation payable to GREC Advisors, LLC, the special unitholder of the Company and an affiliate of Greenbacker Capital Management, LLC, the Company’s investment adviser, provided for in the Operating Agreement and to replace such incentive compensation with a single performance participation fee based on the periodic total return generated by the Company the (“Operating Agreement Proposal”).
The voting results are as follows with respect to the Operating Agreement Proposal:
| Total Votes For | Total Votes Withheld / Abstention | Total Votes Against | ||||||||
| 27,428,679.78 | 1,273,722.31 | 346,909.82 | ||||||||
The Operating Agreement Proposal received the required number of votes for approval and is approved.
1
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.
| Date: August 27, 2020 | Greenbacker Renewable Energy Company LLC | |
| By: | /s/ Charles Wheeler | |
| Name: | Charles Wheeler | |
| Title: | Chief Executive Officer, President and Director | |
2
