adom20240904_8k.htm
false 0001563568 0001563568 2024-08-28 2024-08-28
 
 
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 28, 2024
 
ENVIROTECH VEHICLES, INC.
 
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
 
(State or Other Jurisdiction of Incorporation)
 
001-38078
  
46-0774222
(Commission File Number)
  
(IRS Employer Identification No.)
     
1425 Ohlendorf Road
Osceola, AR
  
72370
(Address of Principal Executive Offices)
  
(Zip Code)
 
(870) 970-3355
 
(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 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, $0.00001 par value
EVTV 
NASDAQ Stock Market LLC. 
 
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. ☐
 
 
 
 
 
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
Effective as of August 28, 2024, the Board of Directors (the “Board”) of Envirotech Vehicles, Inc., a Delaware corporation (the “Company”), appointed Brock J. Pierce as a Class II director to the Board, with a term expiring at the Company’s annual meeting of stockholders in 2025. Mr. Pierce’s appointment filled an existing vacancy in the Class II directors. The Board has not yet appointed Mr. Pierce to any committees of the Board.
 
Mr. Pierce is a crypto entrepreneur, futurist, and philanthropist with an extensive track record of founding, advising and investing in disruptive businesses. Mr. Pierce has served as Chairman of Bitcoin Foundation since June 2014 and Chairman of Integro Foundation since December 2017. He is the co-founder of Block.one, Blockchain Capital, Tether, Mastercoin, and Lighthouse NFT Smart Gallery, the first physical NFT smart gallery. Mr. Pierce has served as General Partner of SpaceFund since August 2021, Managing Member of Percival Services LLC since January 2019, and Managing Partner of Unicorn Ventures since January 2016. He has also served as a director of Bit Digital, Inc. (Nasdaq: BTBT) since May 2021. Mr. Pierce has co-founded, advised, and funded over 100 companies, primarily focused on technological innovation and blockchain technologies. In evaluating Mr. Pierce’s specific experience, attributes and skills in connection with his appointment as a director of the Company, the Board considered his capital-raising experience, extensive network, and public company board experience.
 
Mr. Pierce will receive compensation as a non-employee director in accordance with the Company’s non-employee director compensation policy described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on October 26, 2023. Mr. Pierce will receive a prorated portion of the annual cash retainer for his service during the remainder of 2024.
 
There are no arrangements or understandings between Mr. Pierce, on the one hand, and any other persons, on the other hand, pursuant to which Mr. Pierce was selected as a director of the Company. Mr. Pierce has no family relationships with any of the Company’s directors or executive officers. Mr. Pierce has not been a party to any transactions that would be required to be reported under Item 404(a) of Regulation S-K in this Current Report on Form 8-K.
 
A copy of the press release announcing the appointment of Brock J. Pierce as a Class II director to the Board is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
 
Item 9.01
Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit Number
  
Description
99.1
  
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.
 
 
ENVIROTECH VEHICLES, INC.
  
       
Date: September 4, 2024
By:
/s/ Franklin Lim
  
   
Franklin Lim
  
   
Chief Financial Officer
  
 
 

Exhibit 99.1

 

 

**EVTV Envirotech Welcomes Visionary Entrepreneur Brock Pierce to Board of Directors**

 

**August 29, 2024 — Osceola, AR** — Envirotech Vehicles (NASDAQ: EVTV), a leading innovator in the electric commercial vehicle industry, is proud to announce the appointment of Brock Pierce, a renowned crypto entrepreneur, futurist, and philanthropist, to its Board of Directors. Brock’s addition to the board marks a significant milestone for EVTV as the company accelerates its mission to revolutionize sustainable transportation, particularly in the delivery and postal service sectors.

 

Brock Pierce is a name synonymous with innovation. With a storied career that spans technology, cryptocurrency, and venture capital, Brock has built a reputation as one of the most forward-thinking entrepreneurs of our time. His involvement with EVTV is set to propel the company to the forefront of the electric vehicle (EV) industry, leveraging his extensive network, strategic vision, and unmatched ability to raise capital.

 

Phil Oldridge, CEO of Envirotech Vehicles, shared his excitement about Brock joining the board: “We are thrilled to welcome Brock Pierce to our Board of Directors. Brock’s deep expertise in technology and cryptocurrency, coupled with his proven track record of launching and scaling groundbreaking companies, will be invaluable as we push the boundaries of what’s possible in the electric commercial vehicle space. His visionary leadership will help drive our growth and solidify EVTV as a leader in sustainable transportation.”

 

Brock’s strategic insights are expected to infuse a fresh perspective into EVTV’s operations, particularly in integrating cutting-edge technology and blockchain innovation. His influence is poised to amplify EVTV’s brand presence and attract significant investment opportunities, further strengthening the company’s position as a key player in the rapidly expanding EV market.

 

In his statement, Brock Pierce expressed his enthusiasm for joining EVTV: “I’m honored to join the Board of Directors at EVTV, a company that is not only at the forefront of the electric vehicle revolution but also deeply committed to making a lasting impact on our planet. The future of transportation is electric, and I believe EVTV is uniquely positioned to lead this charge. I look forward to working closely with Phil and the entire team to accelerate the adoption of sustainable commercial vehicles and explore new avenues for growth in this dynamic industry.”

 

Brock’s association with EVTV is expected to enhance the company’s strategic direction, driving innovation and expanding its influence in the global market. As a leading voice in technology and entrepreneurship, Brock’s involvement will be a pivotal factor in the company’s future success.

 

 
 

 

**About Envirotech Vehicles**

 

Envirotech Vehicles (NASDAQ: EVTV) is a pioneering company dedicated to designing and manufacturing electric commercial vehicles that offer sustainable, efficient, and cost-effective transportation solutions. Committed to driving the future of mobility, EVTV is at the forefront of the electric vehicle revolution, pushing the boundaries of innovation and sustainability. For more information, visit www.evtvusa.com.

 

Cautionary Statement Regarding Forward-Looking Statements

 

Statements made in this press release that relate to future plans, events, financial results, prospects, or performance are forward-looking statements. While they are based on the current expectations and beliefs of management, such forward-looking statements are subject to a number of risks, uncertainties, assumptions, and other factors that could cause actual results to differ materially from the expectations expressed in this press release, including the risks and uncertainties disclosed in reports filed by Envirotech Vehicles, Inc. with the Securities and Exchange Commission, all of which are available online at www.sec.gov. All statements, other than statements of historical fact, are statements that could be deemed forward-looking statements, including statements containing the words "planned," "expected," "believes," "strategy," "opportunity," "anticipated," "outlook," "designed," and similar words. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Except as required by law, Envirotech Vehicles undertakes no obligation to update or revise any forward-looking statements to reflect new information, changed circumstances, or unanticipated events.

 

Contact:

 

Envirotech Vehicles, Inc.

 

Franklin Lim, Chief Financial Officer

 

Telephone: (870) 970-3355 ext. 1005

 

Email: [email protected]

 

SOURCE: Envirotech Vehicles, Inc.