8-K

ACORN ENERGY, INC. (ACFN)

8-K 2020-09-16 For: 2020-09-14
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Added on April 06, 2026

UNITED STATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549


FORM8-K

CURRENTREPORT


PURSUANTTO SECTION 13 OR 15(d) OF THE

SECURITIESEXCHANGE ACT OF 1934


Dateof Report (Date of earliest event reported) September 14, 2020


ACORNENERGY, INC.

(Exactname of Registrant as Specified in its Charter)


Delaware 001-33886 22-2786081
(State<br> or Other Jurisdiction (Commission (IRS<br> Employer
of<br> Incorporation) file<br> Number) Identification<br> No.)
1000<br> N West Street, Suite 1200, Wilmington, Delaware 19801
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(Address<br> of Principal Executive Offices) (Zip<br> Code)

Registrant’s telephone number, including area code (302) 656-1708

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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ] Soliciting<br> material pursuant to Rule 14a-2 under the Exchange Act (17 CFR 240.14a-2)
[  ] Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement<br> 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<br> of each class Trading<br> Symbol(s) Name<br> of each exchange on which registered
None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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. [  ]

Item5.07 Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders of Acorn Energy, Inc. was held September 14, 2020. Set forth below are the voting results with respect to each of the proposals presented at the Annual Meeting:

Proposal1 – The stockholders elected, by a plurality of the votes cast, Jan H. Loeb, Gary Mohr, Michael F. Osterer and Samuel M. Zentman to the Board of Directors to serve until the Annual Meeting of Stockholders in 2021 and until their successors are duly elected and qualified.

Name of Nominee Total Votes For Total Votes Withheld Broker Non-Votes
Jan H. Loeb 13,907,712.44 132,332 14,792,475
Gary Mohr 13,764,600.44 275,444 14,792,475
Michael F. Osterer 13,737,600.44 302,444 14,792,475
Samuel M. Zentman 13,393,815.44 646,229 14,792,475

Proposal2 – The stockholders approved an amendment to the Company’s restated certificate of incorporation to authorize a reverse split of the Company’s common stock at any time prior to September 14, 2021, at a ratio between one-for-ten and one-for-twenty, if and as determined by the Company’s Board of Directors.

Total Votes For Total Votes Against Total Abstained Broker Non-Votes
25,414,168.44 1,299,785 427,693 1,690,873

Proposal3 – The stockholders approved any motion to adjourn the Annual Meeting from time to time, if necessary or appropriate, to solicit additional proxies in the event there were not sufficient votes at the time of the Annual Meeting to approve Proposal 2.

Total Votes For Total Votes Against Total Abstained Broker Non-Votes
25,900,696.44 790,757 450,192 1,690,874

Proposal4 – The stockholders ratified by the affirmative vote of a majority of the votes cast on the proposal, the appointment by the Audit Committee of Friedman LLP as the independent registered public accounting firm for the year ending December 31, 2020.

Total Votes For Total Votes Against Total Abstained Broker Non-Votes
28,514,949.44 212,489 105,078 0

Proposal5 – The stockholders approved, in a non-binding advisory vote, the compensation of the Company’s named executive officers.

Total Votes For Total Votes Against Total Abstained Broker Non-Votes
12,807,170.44 241,396 991,478 14,792,475
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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 on this 16th day of September, 2020.

ACORN<br> ENERGY, INC.
By: /s/ Tracy S. Clifford
Name: Tracy<br> S. Clifford
Title: Chief<br> Financial Officer
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