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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): July 16, 2024

 

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.)

 

5081 Howerton Way, Suite A Bowie, Maryland   20715
(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

 

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.

 

July 16, 2024

 

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

 

On July 16, 2024, 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 June 3, 2024):

 

Proposal 1: Election of six directors to our board of directors for a one-year term of office expiring at the 2025 Annual Meeting of Stockholders.

 

Proposal 2: Approval, on a non-binding advisory basis, of the compensation paid to our executive officers.

 

Proposal 3: Approval, on a non-binding advisory basis, of the frequency of future advisory votes on the compensation of our executive officers.

 

Proposal 4: Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2024.

 

We had 101,059,734 shares of common stock outstanding on May 20, 2024, the record date for the annual meeting. At the annual meeting, holders of 54,712,087 shares of our common stock were present in person or represented by proxy. The full voting results were as follows:

 

1. Election of Directors. Our stockholders elected the six nominees listed in our definitive proxy statement to serve on our board of directors for a one-year term of office expiring at the 2025 Annual Meeting of Stockholders. The results of the voting were as follows:

 

   Votes For   Votes
Withheld		   Broker
Non-Votes		 
             
Ritsaart J.M. van Montfrans   12,274,734    5,625,279    36,812,074 
                
Brendan S. Jones   16,948,066    951,947    36,812,074 
                
Aviv Hillo   14,368,032    3,531,981    36,812,074 
                
Jack Levine   10,308,290    7,591,723    36,812,074 
                
Kristina A. Peterson   13,825,903    4,074,110    36,812,074 
                
Cedric L. Richmond   16,491,728    1,408,285    36,812,074 

 

2

 

 

2. Advisory (Non-Binding) “Say-On-Pay” Vote to Approve Executive Compensation for 2023. Our stockholders voted for the advisory approval of our executive compensation. The results of voting were as follows:

 

Votes For 

Votes

Against

  

Votes

Abstained

  

Broker

Non-Votes

 
                
11,234,537   6,250,015    415,461    36,812,074 

 

3. Advisory (Non-Binding) Vote Regarding the Frequency of Future Stockholder Votes on Executive Compensation for 2023. Our stockholders voted in favor of one year for the advisory vote regarding the frequency of holding the “say-on-pay” vote. The results of the voting were as follows:

 

1 Year  2 Years   3 Years  

Votes

Abstained

 
                
16,490,694   315,302    631,336    462,681 

 

4. Ratification of Independent Registered Accounting Firm. Our stockholders ratified the appointment of Grant Thornton LLP as our independent registered public accountants for the year ending December 31, 2024. The results of the voting were as follows:

 

Votes For 

Votes

Against

  

Votes

Abstained

  

Broker

Non-Votes

 
                
51,170,792   2,684,372    856,923   0 

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

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

 

3

 

 

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: July 17, 2024 By: /s/ Michael P. Rama
  Name: Michael P. Rama
  Title: Chief Financial Officer

 

4

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Entity Address, Address Line One 5081 Howerton Way
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