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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): September 2, 2021

 

BLINK CHARGING CO.

 

(Exact name of registrant as specified in its charter)

 

Nevada   001-38392   03-0608147
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

605 Lincoln Road, 5th Floor
Miami Beach
, Florida
  33139
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (305) 521-0200

 

N/A

 

(Former name or former address, if changed since last report.)

 

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   BLNK   The Nasdaq Stock Market LLC
Common Stock Purchase Warrants   BLNKW   The Nasdaq Stock Market LLC

 

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):

 

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).

 

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. ☐

 

 

 

 
 

 

CURRENT REPORT ON FORM 8-K

 

Blink Charging Co.

 

September 2, 2021

 

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

 

On September 2, 2021, we held our annual meeting of stockholders. The following matters were submitted to our stockholders for consideration (all of which were set forth in our definitive proxy statement on Schedule 14A filed with the SEC on July 21, 2021):

 

Proposal 1: Election of seven directors to our board of directors for a one-year term of office expiring at the 2022 Annual Meeting of Stockholders.

 

Proposal 2: Ratification of the appointment of Marcum LLP as our independent registered public accounting firm for the year ending December 31, 2021.

 

Proposal 3: An advisory vote to approve executive compensation (“say-on-pay” vote).

 

We had 42,156,067 shares of common stock outstanding on July 9, 2021, the record date for the annual meeting. At the annual meeting, holders of 25,225,145 shares of our common stock were present in person or represented by proxy. The full voting results were as follows:

 

1. Election of Seven Directors. Our stockholders elected the seven nominees listed in our definitive proxy statement to serve on our board of directors for a one-year term of office expiring at the 2022 Annual Meeting of Stockholders. The results of the voting were as follows:

 

    Votes For     Votes Withheld     Broker Non-Votes  
                   
Michael D. Farkas   10,955,639     311,507     13,957,999  
                   
Brendan S. Jones   11,089,902     177,244     13,957,999  
                   
Louis R. Buffalino   10,632,673     634,473     13,957,999  
                   
Jack Levine   11,016,433     250,713     13,957,999  
                   
Kenneth R. Marks   11,114,310     152,836     13,957,999  
                   
Ritsaart van Montfrans   11,045,389     221,757     13,957,999  
                   
Carmen M. Perez-Carlton   11,124,644     142,502     13,957,999  

 

2. Ratification of the Independent Registered Public Accounting Firm. Our stockholders ratified the appointment of Marcum LLP as our independent registered public accountants for the year ending December 31, 2021. The results of the voting were as follows:

 

Votes For   Votes Against   Votes Abstained   Broker Non-Votes  
               
24,514,907   289,319   420,919   0  

 

3. Advisory “Say-on-Pay” Vote to Approve Executive Compensation. Our stockholders approved, on an advisory, non-binding basis, the compensation of our named executive officers for 2020. The results of the voting were as follows:

 

Votes For   Votes Against   Votes Abstained   Broker Non-Votes  
               
8,508,973   2,617,811   140,362   13,957,999  

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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.

 

  BLINK CHARGING CO.
   
Dated: September 3, 2021 By:

/s/ Michael P. Rama

  Name: Michael P. Rama
  Title: Chief Financial Officer

 

2

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