Current Report Filing (8-k)
June 03 2020 - 4:02PM
Edgar (US Regulatory)
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):
June 3, 2020
SG BLOCKS, INC.
(Exact Name of Registrant as Specified in its
Charter)
Delaware
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001-38037
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95-4463937
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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195 Montague Street, 14th Floor
Brooklyn, NY 11201
(Address of Principal Executive Offices, Zip
Code)
Registrant’s telephone number, including
area code: 646-240-4235
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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
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Trading Symbol(s)
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Name of Each Exchange on Which Registered
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Common Stock, par value $0.01
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SGBX
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The Nasdaq Stock Market LLC
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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 5.08. Shareholder Director Nominations.
On June 3, 2020, the
Executive Committee of the Board of Directors of SG Blocks, Inc. (the “Company”) determined that its 2020 Annual Meeting
of Stockholders (the “2020 Annual Meeting”) will be held on July 30, 2020 at 10:00 A.M. Eastern Time. Stockholders
of record of Company common stock at the close of business on June 22, 2020, the record date for the 2020 Annual Meeting, will
be entitled to notice of, and to vote at, the 2020 Annual Meeting.
Pursuant to Rule 14a-8 under
the Securities Exchange Act of 1934, as amended (“Rule 14a-8”), because the date of the 2020 Annual Meeting has changed
more than 30 calendar days from the date of the Company’s 2019 Annual Meeting of Stockholders, the Company is required to
set a deadline for the receipt of stockholder proposals for inclusion in the Company’s proxy materials for the 2020 Annual
Meeting, which must be no later than a reasonable time before the Company begins to print and mail its proxy materials. In accordance
with Rule 14a-8, the Company has set such deadline as 6:00 P.M. Eastern Time on June 19, 2020. Any proposal submitted after the
above deadline will not be considered timely and will be excluded from the Company’s proxy materials. Proposals of stockholders
must also comply with the SEC’s rules regarding the inclusion of shareholder proposals in proxy materials and the Company
may omit any proposal from its proxy materials that does not comply with the SEC’s rules.
Stockholder proposals should
be submitted in writing to the Corporate Secretary, SG Blocks, Inc., 195 Montague Street, 14th Floor, Brooklyn, New York 11201.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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SG Blocks, Inc.
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Dated: June 3, 2020
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By:
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/s/ Paul Galvin
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Paul Galvin
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Chairman and CEO
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