Form 8-K - Current report

 

 

 

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: [phone]

 

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

 

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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

 

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Cover	Jul. 16, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 16, 2024
Entity File Number	001-38392
Entity Registrant Name	BLINK CHARGING CO.
Entity Central Index Key	0001429764
Entity Tax Identification Number	03-0608147
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	5081 Howerton Way
Entity Address, Address Line Two	Suite A
Entity Address, City or Town	Bowie
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20715
City Area Code	(305)
Local Phone Number	521-0200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	BLNK
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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