0001144204-17-064419.txt : 20171220 0001144204-17-064419.hdr.sgml : 20171220 20171220091553 ACCESSION NUMBER: 0001144204-17-064419 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171219 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20171220 DATE AS OF CHANGE: 20171220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EnSync, Inc. CENTRAL INDEX KEY: 0001140310 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 391987014 STATE OF INCORPORATION: WI FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33540 FILM NUMBER: 171265755 BUSINESS ADDRESS: STREET 1: N93 W14475 WHITTAKER WAY CITY: MENOMONEE FALLS STATE: WI ZIP: 53051 BUSINESS PHONE: 262-253-9800 MAIL ADDRESS: STREET 1: N93 W14475 WHITTAKER WAY CITY: MENOMONEE FALLS STATE: WI ZIP: 53051 FORMER COMPANY: FORMER CONFORMED NAME: ZBB ENERGY CORP DATE OF NAME CHANGE: 20010509 8-K 1 tv481700_8k.htm FORM 8-K

 

 

 

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 19, 2017

 

EnSync, Inc.

(Exact name of registrant as specified in charter)

 

 

Wisconsin   001-33540   39-1987014

(State or other jurisdiction

of incorporation)

  

(Commission

file number)

  

(IRS Employer

Identification Number)

 

 

N93 W14475 Whittaker Way, Menomonee Falls, Wisconsin   53051
(Address of principal executive offices)    (Zip Code)

 

 

Registrant’s telephone number, including area code: (262) 253-9800

 

 

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))

 

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. ¨

 

 

 

 

 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

  

On December 19, 2017, the shareholders of EnSync, Inc. (the “Company”) approved an amendment to the Company’s 2010 Omnibus Long-Term Incentive Plan (the “Omnibus Plan Amendment”) increasing the number of shares reserved for issuance thereunder by 2,000,000 shares. A description of the terms and conditions of the Omnibus Plan Amendment is set forth in the Company’s Proxy Statement for the 2017 Annual Meeting of Shareholders of the Company as filed with the Securities and Exchange Commission on October 5, 2017 (the “2017 Proxy Statement”) under the heading “Proposal 3-Approval of Amendment No. 5 to EnSync, Inc. 2010 Omnibus Long-Term Incentive Plan,” which such description is incorporated herein by reference. This summary is qualified in its entirety by the full text of the Omnibus Plan Amendment set forth in Appendix A to the 2017 Proxy Statement, which is also incorporated by reference herein.

  

Item 5.07. Submission of Matters to a Vote of Security Holders.

  

On December 19, 2017, the Company held its annual meeting of shareholders (the “2017 Annual Meeting”). The certified results of the matters voted upon at the 2017 Annual Meeting, each of which are more fully described in the Company’s Proxy Statement for the 2017 Annual Meeting filed with the Securities and Exchange Commission on October 5, 2017, are as follows:

 

The Company’s shareholders elected the two nominees to the Company’s Board of Directors to serve for three year terms as Class I directors, with the votes cast as follows:

  

Director Name For Withheld Broker Non-Votes
Bradley L. Hansen 16,020,865 8,586,491 15,381,681
James H. Ozanne 15,516,761 9,090,595 15,381,681

  

The Company’s shareholders approved, on an advisory basis, the compensation paid to the named executive officers of the Company, as disclosed pursuant to Item 402 of Regulation S-K in the Company’s Proxy Statement for the 2017 Annual Meeting, with votes cast as follows:

 

For Against Abstain Broker Non-Votes
14,746,266 9,705,670 155,420 15,381,681

 

The Company’s shareholders approved the Omnibus Plan Amendment, with votes cast as follows:

 

For Against Abstain Broker Non-Votes
13,355,729 10,902,680 348,947 15,381,681

 

 

 

  

The Company’s shareholders ratified the appointment of Baker Tilly Virchow Krause, LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2018, with votes cast as follows:

 

For Against Abstain
31,184,429 8,580,315 224,293

 

 

 

 

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.

 

  EnSync, Inc.
     
Dated: December 20, 2017 By: /s/ Fred Vaske
  Name: Fred Vaske
  Title:    Chief Administrative Officer