8-K 1 beam_8k.htm FORM 8-K
Beam Global
8-K on 01/11/2021   Download
SEC Document
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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):  July 14, 2021

 


 

BEAM GLOBAL

(Exact Name of Registrant as Specified in Charter)

 

Nevada   000-53204   26-1342810

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

5660 Eastgate Drive, San Diego, CA 92121
(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (858) 799-4583

 

________________________________________________________________

(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 (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
o 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   BEEM   NASDAQ Capital Market
Warrants   BEEMW   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 o

 

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. o

 

 

 

   

 

  

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On July 19, 2021, Beam Global (the “Company”) filed a Certificate of Amendment to the Company’s Articles of Incorporation to increase the Company’s number of authorized common stock from 9,800,000 to 350,000,000. As described below in Item 5.07, the stockholders of the Company approved the amendment at the Company’s annual stockholders meeting which was reconvened on July 14, 2021. A copy of the Certificate of Amendment to the Articles of Incorporation is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

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

 

The 2021 annual meeting of stockholders (the “Meeting”) of the Company was reconvened on July 14, 2021, to consider and vote on a proposal to approve an amendment to the Company’s Articles of Incorporation to increase the Company’s number of authorized common stock from 9,800,000 to 350,000,000, which is described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 30, 2021. The final results for the matter considered at the Annual Meeting was as follows: 

 

Proposal 2 - Approval to Increase Authorized Common Stock to from 9,800,000 to 350,000,000:

 

The proposal to amend the Company’s Articles of Incorporation to increase the Company’s number of authorized common stock from 9,800,000 to 350,000,000 was approved by the stockholders, by the following votes:

 

For Against Abstain Broker Non-Votes
4,439,411 1,010,032 56,799 --

 

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No.   Exhibit Description
     
3.1   Certificate of Amendment to Articles of Incorporation

 

 

 

 

 

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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.

 

  BEAM GLOBAL
     
Dated:  July 19, 2021 By: /s/ Katherine H. McDermott
  Name: Katherine H. McDermott
  Title: Chief Financial Officer

 

 

 

 

 

 

 

 

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