8-K
Dragonfly Energy Holdings Corp. (DFLI)
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): April 26, 2023
DRAGONFLY
ENERGY HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
| Nevada | 001-40730 | 85-1873463 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
| 1190 Trademark Drive #108<br><br> <br>Reno, Nevada | 89521 | |
| --- | --- | |
| (Address<br> of principal executive offices) | (Zip<br> Code) |
Registrant’s telephone number, including area code: (775) 622-3448
N/A
(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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | 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 |
|---|---|---|
| Common<br> Stock, par value $0.0001 per share | DFLI | The<br> Nasdaq Global Market |
| Redeemable<br> warrants, exercisable for common stock at an exercise price of $11.50 per share, subject to adjustment | DFLIW | The<br> 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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
On April 26, 2023, Ms. Harvey’s employment with Dragonfly Energy Holdings Corp. (the “Company”) ended and her employment agreement, which is filed as an exhibit to the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2022, would be deemed terminated as of that date by the Company without cause for purposes of determining severance thereunder.
| Item 9.01. | FinancialStatements and Exhibits. |
|---|
(d) Exhibits.
| Exhibits | Description |
|---|---|
| 10.1* | Employment Agreement, dated as of October 11, 2022 by and between the Company and Nicole Harvey (incorporated by reference to Exhibit 10.40 to the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2022, filed with the SEC on May 1, 2023). |
| 104 | Cover<br> Page Interactive Data (embedded within the Inline XBRL document). |
*Indicates a management contract or compensatory plan.
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.
| DRAGONFLY ENERGY HOLDINGS CORP. | ||
|---|---|---|
| Date:<br> May 1, 2023 | By: | /s/ Denis Phares |
| Name: | Denis<br>Phares | |
| Title: | President<br> and Chief Executive Officer |