8-K
NU RIDE INC. (NRDE)
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): March 31, 2021
LORDSTOWN MOTORS CORP.
(Exact name of registrant as specified in its charter)
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| Delaware | 001-38821 | 83-2533239 |
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
2300 Hallock Young Road
Lordstown , Ohio **** 44481
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: ( 234 ) 285-4001
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:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | 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:
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|---|---|---|---|---|
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Class A common stock, par value $0.0001 per share | | RIDE | | The 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 (§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 8.01 Other Events.
Lordstown Motors Corp. (the “Company”) has established June 17, 2021 as the date for its 2021 annual meeting of stockholders (the “Annual Meeting”).
A stockholder proposal not included in the proxy statement for the Annual Meeting will be ineligible for presentation at the meeting unless the stockholder gives timely notice of the proposal in writing to the Company at its principal executive offices and otherwise complies with the provisions of the Company’s Amended and Restated Bylaws (the “Bylaws”).
To be timely, the Bylaws provide that the Company must have received the stockholder’s notice not later than the later of the close of business on the 90^th^ day prior to the Annual Meeting or the close of business on the tenth day following the day on which public announcement of the date of the Annual Meeting is first made by the Company. Therefore, for the Annual Meeting, stockholders must submit written notice to the Company in accordance with the Bylaws no later than April 10, 2021.
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.
| | LORDSTOWN MOTORS CORP. | |
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| | By: | /s/ Stephen S. Burns |
| | Name: | Stephen S. Burns |
| | Title: | Chief Executive Officer and Chairman |
| Date: March 31, 2021 | |