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): November 22, 2016
UQM Technologies, Inc.
(Exact name of registrant as specified in its charter)
Colorado |
1-10869 |
84-0579156 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
4120 Specialty Place
Longmont, Colorado 80504
(Address of principal executive offices, including zip code)
(303) 682-4900
(Registrant’s telephone number, including area code)
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))
Item 5.07SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On December 9, 2016, the Company reconvened its annual meeting of shareholders that had been adjourned on November 22, 2016.
The Company had 48,518,666 shares of common stock outstanding as of October 4, 2016, the record date for the annual meeting. At the annual meeting as reconvened, holders of a total of 44,293,995 shares of common stock were present in person or represented by proxy. The following sets forth information regarding the results of the voting at the annual meeting:
Proposal 10. The shareholders approved the adjournment of the final portion of the annual meeting to reconvene on December 21, 2016 at 10:00 a.m. at the Company’s headquarters, 4120 Specialty Place, Longmont, Colorado 80504:
Shares |
Shares |
44,293,995 |
0 |
When the meeting is reconvened, the shareholders will vote to approve (a) the Amended and Restated Articles of Incorporation of the Company that, among other things, would increase the number of authorized shares of common stock by 100,000,000 to 175,000,000, which is necessary to effect the Transaction, and (b) a further amendment to the Amended and Restated Articles of Incorporation to decrease the shareholder vote needed to approve future amendments to the articles of incorporation and certain corporate transactions from two-thirds of the outstanding shares to a majority of the outstanding shares.
Item 9.01FINANCIAL STATEMENTS AND EXHIBITS.
(d)Exhibits
The following exhibit is furnished as part of this Current Report on Form 8-K.
Exhibit No. |
Description of Exhibit |
99.1 |
Press Release dated December 9, 2016 |
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1
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.
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UQM TECHNOLOGIES, INC. |
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Dated: December 9, 2016 |
By: /s/DAVID I. ROSENTHAL |
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David I. Rosenthal |
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Treasurer, Secretary and Chief Financial Officer |
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2
EXHIBIT INDEX
Exhibit No.Description of Exhibit
99.1Press Release dated December 9, 2016
Exhibit 99.1
For Immediate Release
For more information contact: |
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Shawn Severson |
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EnergyTech Investor |
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415-233-7094 |
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or |
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David I. Rosenthal |
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UQM Technologies, Inc. |
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303-682-4900 |
UQM Technologies Adjourns Shareholder Meeting
LONGMONT, COLORADO, DECEMBER 9, 2016 - UQM TECHNOLOGIES, INC. (NYSE MKT: UQM), UQM Technologies, Inc. (UQM) announced that it has adjourned its Annual Shareholder Meeting with respect to two separate proposals to amend UQM’s Articles of Incorporation: one proposal which, among other things, would increase the number of shares of outstanding stock to permit sufficient shares to be issued to Hybrid Kinetic’s subsidiary and the other proposal which would reduce the voting requirements for future amendments to the Articles of Incorporation and other corporate actions from the current two-thirds threshold to a majority threshold.
The Company’s proxy solicitors continue to gather votes and progress has been made in getting closer to the required threshold, but more time is needed. So the meeting will reconvene on December 21, 2016, allowing shareholders additional time to vote on the two proposals to amend the articles of incorporation.
During the pendency of the adjourned meeting, shareholders holding shares as of the record date of October 4, 2016, who have not yet voted are encouraged to vote.
The adjourned meeting will be held on December 21, 2016 at 10:00 a.m., at the Company’s offices, 4120 Specialty Place, Longmont, Colorado.
About UQM
UQM Technologies is a developer and manufacturer of power-dense, high-efficiency electric motors, generators, power electronic controllers and fuel cell compressors for the commercial truck, bus, automotive, marine, military and industrial markets. A major emphasis for UQM is developing propulsion systems for electric, hybrid electric, plug-in hybrid electric and fuel cell electric vehicles. UQM is TS 16949 and ISO 14001 certified and located in Longmont, Colorado. For more information, please visit www.uqm.com.
Source: UQM Technologies, Inc.
UQM TECHNOLOGIES, INC. 4120 SPECIALTY PLACE, LONGMONT, COLORADO 80504 (303) 682-4900 FAX (303) 682-4901