ASTI Ascent Solar Technologies Inc

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): December 6, 2023 (December 5, 2023)

 

ASCENT SOLAR TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware		001-32919		20-3672603
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

	12300 Grant Street
	Thornton, CO 80241
	(Address of principal executive offices)

 

	(720) 872-5000
	(Registrant’s telephone number, including area code)

 

Not Applicable 

(Former name, former address, and former fiscal year, 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:

 

☐  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))

 

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		ASTI		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 ☐

 

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

 

On December 5, 2023, Ascent Solar Technologies, Inc. (the “Company”) convened its 2023 Annual Meeting of Stockholders. At the Annual Meeting, there was not a sufficient number of shares of the Company’s common stock present or represented by proxy in order to a constitute quorum. The Company adjourned the Annual Meeting without the transaction of any business. The Annual Meeting will be reconvened on Thursday, December 14, 2023, at 10:00 a.m. Mountain Time, and will continue to be held at the Company’s corporate office at 12300 Grant Street, Thornton, CO 80241.

 

Item 7.01. Regulation FD Disclosure.

 

On December 6, 2023, the Company issued a press release announcing the convening and adjournment of the Annual Meeting and the information for the reconvened Annual Meeting. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

The information furnished in this Item 7.01 shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “1934 Act”), and shall not be deemed incorporated by reference in any filing with the Securities and Exchange Commission, whether or not filed under the Securities Act of 1933, as amended, or the 1934 Act, regardless of any general incorporation language in such document

 

Item 9.01 Financial Statements and Exhibits.

 

(d)	Exhibits
	Exhibit Number		Description
	99.1		Press Release dated December 6, 2023
	104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

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.

 

						ASCENT SOLAR TECHNOLOGIES, INC.
December 6, 2023						By:		/s/ Jin Jo
								Name: Jin Jo
								Title: Chief Financial Officer

 

 

 

Exhibit 99.1 

Ascent Solar Technologies, Inc. Announces Adjournment of Annual Meeting, Information for Reconvened Annual Meeting

THORNTON, Colo., December 6, 2023 (GLOBE NEWSWIRE) -- Ascent Solar Technologies, Inc. (“Ascent Solar” or the “Company”) (Nasdaq: ASTI), a U.S. innovator in the design and manufacturing of featherweight, flexible thin-film photovoltaic (PV) solutions, today announced that its 2023 Annual Meeting of Stockholders (the “Annual Meeting”) scheduled for December 5, 2023 has been adjourned for the purpose of soliciting additional votes with respect to the proposals described in the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission (the “SEC”) on October 23, 2023.

The required quorum for the transaction of business at the Annual Meeting is a majority of the voting power of shares of common stock issued and outstanding on the record date. The meeting was attended by less than the required voting power represented in person or by proxy. The Annual Meeting will be reconvened on Thursday, December 14, 2023, at 10:00 a.m. Mountain Time, and will continue to be held at the Company’s corporate office at 12300 Grant Street, Thornton, CO 80241.

The record date for determination of stockholders entitled to vote at the reconvened Annual Meeting remains October 16, 2023. At the time the Annual Meeting was adjourned, proxies had been submitted by stockholders representing approximately 42.3% of the shares of the Company’s common stock issued and outstanding as of the record date. At the time the Annual Meeting was adjourned, each of the proposals described in the Annual Meeting proxy statement had received a favorable vote from the shares that had been voted.

Stockholders as of October 16, 2023, the record date for the Annual Meeting, are encouraged to vote as soon as possible via the Internet at www.proxyvote.com or by phone at 1-800-690-6903. They must have their proxy card available.

Important Information

This material may be deemed to be solicitation material in respect of the Annual Meeting to be reconvened and held on December 14, 2023. In connection with the Annual Meeting, the Company filed a definitive proxy statement with the SEC on October 23, 2023. BEFORE MAKING ANY VOTING DECISIONS, STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE ANNUAL MEETING. The proxy materials have been made available to shareholders who are entitled to vote at the Annual Meeting. The Company’s proxy statement and any other materials filed by the Company with the SEC can be obtained free of charge at the SEC’s website at sec.gov or the Company’s website https://investor.ascentsolar.com/financials/sec-filings.

About Ascent Solar Technologies, Inc.

Backed by 40 years of R&D, 15 years of manufacturing experience, numerous awards, and a comprehensive IP and patent portfolio, Ascent Solar Technologies, Inc. is a leading provider of innovative, high-performance, flexible thin-film solar panels for use in environments where mass, performance, reliability, and resilience matter. Ascent’s photovoltaic (PV) modules have been deployed on space missions, multiple airborne vehicles, agrivoltaic installations, in industrial/commercial construction as well as an extensive range of consumer goods, revolutionizing the use cases and environments for solar power. Ascent Solar’s research and development center and 4.5-MW nameplate production facility is in Thornton, Colorado. To learn more, visit https://www.ascentsolar.com or follow the Company on LinkedIn and X (formerly Twitter).

Forward-Looking Statements

Statements in this press release that are not statements of historical or current fact constitute "forward-looking statements" including statements about the Annual Meeting. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the company's actual operating results to be materially different from any historical results or from any future results expressed or implied by such forward-looking statements. We have based these forward-looking statements on our current assumptions, expectations, and projections about future events. In addition to statements that explicitly describe these risks and uncertainties, readers are urged to consider statements that contain terms such as “will,” "believes," "belief," "expects," "expect," "intends," "intend," "anticipate," "anticipates," "plans," "plan," to be uncertain and forward-looking. No information in this press release should be construed as any indication whatsoever of our future revenues, stock price, or results of operations. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in the company's filings with the Securities and Exchange Commission including those discussed under the heading “Risk Factors” in our most recently filed reports on Forms 10-K and 10-Q.

Investor Relations Contact
ir@ascentsolar.com

Media Contact
Spencer Herrmann
FischTank PR
ascent@fischtankpr.com

 

v3.23.3

Cover	Dec. 05, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 05, 2023
Entity File Number	001-32919
Entity Registrant Name	ASCENT SOLAR TECHNOLOGIES, INC.
Entity Central Index Key	0001350102
Entity Tax Identification Number	20-3672603
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	12300 Grant Street
Entity Address, City or Town	Thornton
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80241
City Area Code	(720)
Local Phone Number	872-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common
Trading Symbol	ASTI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

---