Form 8-K - Current report

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 20, 2024

 

SYNTEC OPTICS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware		001-41034		87-0816957
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification Number)

 

515 Lee Road Rochester NY		14606
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: [phone]

 

F/K/A OmniLit Acquisition Corp.

1111 Lincoln Road, Suite 500 Miam, FL 33139

(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 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 stock, par value $0.0001 per share		OPTX		The Nasdaq Capital Market
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share		OPTXW		The 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 20, 2024, the Company held its Annual Meeting. The matters voted on at the Annual Meeting were: (i) the election of two directors to the Board of Directors to hold office until the 2027 annual meeting of stockholders; (ii) ratification of the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024; and (iii) approval of the grant of Restricted Stock Units (RSUs) pursuant to Section 6 of the 2023 Equity Incentive Plan.

 

The voting results for each item of business voted upon at the Annual Meeting were as follows:

 

1.

The votes cast with respect to the proposal to elect the following Class I directors, Brent Rosenthal and Dean Rudy, as directors of the Company to hold office until the 2027 annual meeting and until his or her successor has been duly elected and qualified, or, if sooner, until the director’s death, resignation or removal, were as follows:

 

For				Against				Abstentions				Broker Non-Votes
	28,163,591				103,078				101				0

 

The stockholders elected each nominee to serve as a Class I director of the Company.

 

2.	The votes cast with respect to the proposal to ratify the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024, were as follows:

 

For				Against				Abstentions				Broker Non-Votes
	28,285,969				4,110				125				0

 

The stockholders approved the proposal to ratify the appointment of Marcum LLP as our independent registered public accounting firm.

 

3.	The votes cast with respect to the proposal to approve the grant of Restricted Stock Units (RSUs) pursuant to Section 6 of the 2023 Equity Incentive Plan, were as follows:

 

For				Against				Abstentions				Broker Non-Votes
	28,249,529				16,965				276				0

 

The stockholders approved the proposal to grant RSUs.

 

4.	The votes cast with respect to the proposal to consider any other business that may properly come before the meeting or any adjournment or postponement thereof, were as follows:

 

For				Against				Abstentions				Broker Non-Votes
	28,153,211				109,658				3,901				0

 

The stockholders approved the proposal to consider any other business that may properly come before the meeting or any adjournment or postponement thereof.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

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.

 

Dated: December 20, 2024

 

Syntec Optics Holdings, Inc.
By:	/s/ Al Kapoor
Name:	Al Kapoor
Title:	Chairman and Chief Executive Officer

 

 

Cover	Dec. 20, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 20, 2024
Entity File Number	001-41034
Entity Registrant Name	SYNTEC OPTICS HOLDINGS, INC.
Entity Central Index Key	0001866816
Entity Tax Identification Number	87-0816957
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	515 Lee Road
Entity Address, City or Town	Rochester
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	14606
City Area Code	(585)
Local Phone Number	768-2513
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common stock, par value $0.0001 per share
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	OPTX
Security Exchange Name	NASDAQ
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share
Title of 12(b) Security	Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share
Trading Symbol	OPTXW

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