UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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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:
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Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
| Title of each class | Trading Symbol(s) |
Name of each exchange on which registered | ||
| New York Stock Exchange LLC | ||||
| New York Stock Exchange LLC | ||||
| New York Stock Exchange LLC |
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. |
Resignation of Steven J. Gilbert as Director
On March 9, 2022, Steven J. Gilbert notified the board of directors (the “Board”) of SDCL EDGE Acquisition Corporation (the “Company”) of his resignation from the Board and, as a result, also from any committees thereof to which he was assigned. Mr. Gilbert’s decision to leave the Board was not the result of any dispute or disagreement between the Company and Mr. Gilbert and/or the board of directors and Mr. Gilbert on any matter relating to the Company’s operations, policies or practices, including its controls of financial-related matters. Mr. Gilbert will continue his relationship with the Company as an advisor.
Appointment of Michael Naylor as Interim Chairman of the Audit Committee
No replacement to Mr. Gilbert has been appointed or elected at this time. On March 10, 2022, following the resignation of Mr. Gilbert, the Board appointed Michael Naylor to serve as interim chairman of the Audit Committee of the Company until an additional independent director and Audit Committee member is appointed.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit Number | Description | |
| 104 | Cover Page Interactive Data File |
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SIGNATURE
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.
| SDCL EDGE Acquisition Corporation | ||
| Date: March 10, 2022 | By: | /s/ Jonathan Maxwell |
| Name: | Jonathan Maxwell | |
| Title: | Co-Chief Executive Officer | |
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