UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): September 7, 2018

 

BLINK CHARGING CO.
(Exact name of registrant as specified in its charter)

 

Nevada   001-38392   03-0608147
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

407 Lincoln Road, Suite 704
Miami Beach, Florida

  33139
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (305) 521-0200

 

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 (see General Instruction A.2. below):

 

  [  ] 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))

 

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. [  ]

 

 

 

 
 

 

CURRENT REPORT ON FORM 8-K

 

Blink Charging Co.

 

September 7, 2018

 

Item 5.07.Submission of Matters to a Vote of Security Holders.

 

On September 7, 2018, we held our annual meeting of stockholders. The following matters were submitted to our stockholders for consideration (all of which were set forth in our definitive proxy statement on Schedule 14A filed with the SEC on August 14, 2018):

 

Proposal 1: Election of five directors to our board of directors for a one-year term of office expiring at the 2019 Annual Meeting of Stockholders.

 

Proposal 2: Ratification of the appointment of Marcum LLP as our independent registered public accounting firm for the year ending December 31, 2018.

 

Proposal 3: Advisory vote to approve executive compensation (“say-on-pay” vote).

 

Proposal 4. Advisory vote regarding the frequency of holding the say-on-pay vote (the “frequency vote”).

 

Proposal 5. Approval of the Blink Charging Co. 2018 Incentive Compensation Plan.

 

We had 24,675,602 shares of common stock outstanding on August 13, 2018, the record date for the annual meeting. At the annual meeting, holders of 15,956,787 shares of our common stock were present in person or represented by proxy. The full voting results were as follows:

 

1.       Election of Five Directors. Our stockholders elected the five nominees listed in our definitive proxy statement to serve on our board of directors for a one-year term of office expiring at the 2019 Annual Meeting of Stockholders. The results of the voting were as follows:

 

   Votes For  Votes
Withheld
  Broker Non-Votes
          
Michael D. Farkas  8,829,251  857,924  6,270,406
          
Michael J. Calise  9,628,307  58,868  6,270,406
          
Donald Engel  8,734,400  952,775  6,270,406
          
Robert C. Schweitzer  9,531,503  155,672  6,270,406
          
Grant E. Fitz  9,616,927  70,248  6,270,406

 

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2.       Ratification of the Independent Registered Public Accounting Firm. Our stockholders ratified the appointment of Marcum LLP as our independent registered public accountants for the year ending December 31, 2018. The results of the voting were as follows:

 

 Votes For    Votes Against    Votes Abstained 
             
 15,004,658    431,284    520,845 

 

3.       Advisory (Non-Binding) “Say-On-Pay” Vote to Approve Executive Compensation. Our stockholders voted for the advisory approval of our executive compensation. The results of voting were as follows:

 

 Votes For    Votes Against    Votes Abstained 
             
 8,669,175    988,081    29,919 

 

4.       Advisory (Non-Binding) Vote Regarding the Frequency of Future Stockholder Votes on Executive Compensation. Our stockholders voted in favor of three years for the advisory vote regarding the frequency of holding the “say-on-pay” vote. The results of the voting were as follows:

 

 1 Year    2 Years    3 Years    Votes Abstained 
                  
 1,377,003    33,120    8,250,436    26,616 

 

5.       Approval of Blink Charging Co. 2018 Incentive Compensation Plan. Our stockholders approved our 2018 Incentive Compensation Plan which reserved for issuance 5,000,000 shares of common stock. The results of the voting were as follows:

 

 Votes For    Votes Against    Votes Abstained 
             
 9,373,042    283,315    30,818 

 

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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.

 

  BLINK CHARGING CO.
     
Dated: September 12, 2018 By: /s/ Aviv Hillo
  Name: Aviv Hillo
  Title: General Counsel

 

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