Current Report Filing (8-k)

 

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): August 9, 2019

 

ENERGY FOCUS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware		001-36583		94-3021850
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)
32000 Aurora Road, Suite B
Solon, Ohio				44139
(Address of principal executive offices)				(Zip Code)

 

[phone]

(Registrant’s telephone number, including area code)

 

Not Applicable

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

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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))

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, par value $0.0001 per share	EFOI	NASDAQ

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.     ☐

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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 9, 2019, the Board of Directors (the “Board”) of Energy Focus, Inc. (the “Company”) unanimously approved the appointment (the “Appointment”) of Philip Politziner as a director of the Company effective immediately (the “Appointment Date”). Mr. Politziner will serve until the Company’s 2019 annual meeting of stockholders (the “2019 Annual Meeting”) and until his successor is elected and qualified, or until his earlier resignation or removal. The Board will also nominate Mr. Politziner for election as a director to the Board at the 2019 Annual Meeting. Mr. Politziner was appointed to serve as a member of the Audit Committee of the Board effective as of the Appointment Date. As a non-employee director, Mr. Politziner is entitled to receive (a) an annual cash retainer of $24,000 and (b) an annual cash retainer of $7,000 for serving as a member of the Audit Committee.

Item 8.01. Other Events

A copy of the press release issued by the Company announcing the Appointment is filed as Exhibit 99.1 to this Current Report on Form 8-K.

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Item 9.01	Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit
Number	Description
99.1	Press Release Dated August 9, 2019

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SIGNATURE

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.

Dated: August 9, 2019
	ENERGY FOCUS, INC.
	By:	/s/ Tod A. Nestor
	Name:	Tod A. Nestor
	Title:	President, Chief Financial Officer and Secretary