8-K
Shoals Technologies Group, Inc. (SHLS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENTREPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 19, 2021
SHOALS TECHNOLOGIES GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39942 | 85-3774438 |
|---|---|---|
| (State or other jurisdictionof incorporation or organization) | (Commission<br><br><br>File Number) | (I.R.S. EmployerIdentification No.) |
| 1400 Shoals Way<br><br><br>Portland, Tennessee | 37148 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(505) 881-7567
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name orFormer 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<br>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<br><br><br>Symbol(s) | Name of each exchange<br><br><br>on which registered |
|---|---|---|
| Class A Common Stock, $0.00001 Par Value | SHLS | Nasdaq Global 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 ofCertain Officers; Compensatory Arrangement of Certain Officers.
(b) On July 19, 2021, Mr. Jason Lee and Mr. Frank Cannova resigned from the board of directors (the “Board”) of Shoals Technologies Group, Inc. (the “Company”), effective as of such date. Mr. Cannova and Mr. Lee’s resignations were not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. The Company thanks Mr. Lee and Mr. Cannova for their service to the Company and its stockholders.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit<br>No. | Description |
|---|---|
| 99.1 | Press Release issued by Shoals Technologies Group, Inc. dated July 19, 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.
| Shoals Technologies Group, Inc. | ||
|---|---|---|
| Date: July 19, 2021 | By: | /s/ Jason Whitaker |
| Jason Whitaker | ||
| Chief Executive Officer |
EX-99.1
Exhibit 99.1
Shoals Technologies Group, Inc. Announces Changes to its Board of Directors
PORTLAND, TN, July 19, 2021 – Shoals Technologies Group, Inc. (“Shoals” or the “Company”) (Nasdaq: SHLS), a leading provider of electrical balance of systems (“EBOS”) solutions for solar, storage, and electric vehicle charging infrastructure, today announced the resignation of Jason Lee and Frank Cannova, Vice President at Oaktree Capital, from the Company’s Board of Directors.
The Board of Directors would like to thank Mr. Lee and Mr. Cannova for their contribution to Shoals and wish them well in their future endeavors.
Shoals and the Board are currently evaluating alternatives with respect to appointing a new independent director to fill a current vacancy.
About Shoals Technologies Group, Inc.
Shoals Technologies Group, Inc. is a leading provider of electrical balance of systems (“EBOS”) solutions for solar, storage, and electric vehicle charging infrastructure. Since its founding in 1996, the Company has introduced innovative technologies and systems solutions that allow its customers to substantially increase installation efficiency and safety while improving system performance and reliability. Shoals Technologies Group, Inc. is a recognized leader in the renewable energy industry whose solutions are deployed on over 20 GW of solar systems globally. For additional information, please visit: https://www.shoals.com/.
Forward Looking Statements
This press release contains forward looking statements, including statements regarding the initial public offering. These statements are not historical facts but rather are based on the Company’s current expectations and projections regarding its business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward looking statements. These statements are only predictions and as such are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Actual results may differ materially from those in the forward looking statements as a result of a number of factors, including those in the Company’s registration statement filed with the Securities and Exchange Commission.
Contacts:
Investors:
Email: [email protected]
Phone: 615-323-9836
Media:
Email: [email protected]