XPON Expion360 Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

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FORM 8-K

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CURRENT REPORT 

 Pursuant to Section 13 or 15(d) 

of the Securities Exchange Act of 1934 

 

 Date of Report (date of earliest event reported): December 27, 2023

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Expion360 Inc.

(Exact name of registrant as specified in its charter)

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Nevada		001-41347		81-2701049
(State or other jurisdiction of		(Commission		(I.R.S. Employer
incorporation or organization)		File Number)		Identification No.)

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2025 SW Deerhound Avenue
Redmond, OR		97756
(Address of principal executive offices)		(Zip Code)

(541) 797-6714

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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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, $0.001 par value		XPON		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.

Emerging growth company [X]

If an emerging growth company, indicate by check mark if 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.

 

John Yozamp announced his retirement as Chief Business Development Officer of Expion360 Inc., a Nevada corporation (the “Company”), effective as of December 31, 2023 (the “Retirement Date”). In connection with Mr. Yozamp’s retirement, on December 27, 2023, the Company and Mr. Yozamp entered into (i) a consulting agreement pursuant to which Mr. Yozamp has agreed to provide services as an independent sales representative for the Company for a period of six months following the Retirement Date, subject to extension or earlier termination as provided for in the agreement, and (ii) a standard release agreement pursuant to which Mr. Yozamp agreed to release certain claims against the Company.

 

Item 7.01.

Regulation FD Disclosure.

 

On December 28, 2023, the Company issued a press release announcing Mr. Yozamp’s retirement, a copy of which is furnished with this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

 

The information contained in Item 7.01 of this Current Report on Form 8-K (including the exhibit attached hereto) is furnished pursuant to General Instruction B.2. of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Description
99.1		Press Release, dated December 28, 2023
104		Cover Page Interactive Data File (embedded within the inline XBRL document)

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	EXPION360 INC.
Date: December 29, 2023	By:	/s/ Brian Schaffner
		Name: Brian Schaffner
		Title: Chief Executive Officer

 

 

Exhibit 99.1

Expion360 Announces Leadership Transition with Planned Retirement of Co-Founder John Yozamp

 

New Organizational Structure Builds on Co-Founder’s Success and Positions Company for Next Phase of Growth Cycle

 

REDMOND, OR. -- December 28, 2023 -- Expion360 Inc. (Nasdaq: XPON) (“Expion360” or the “Company”), an industry leader in lithium-ion battery power storage solutions, today announced that its Chief Business Development Officer, Co-Founder, and former Chief Executive Officer, John Yozamp, will retire from his current role and transition to a new role as an independent sales representative for the Company on January 1, 2024, following a series of internal changes to management and the Board of Directors implemented this year.

 

In January 2023, Brian Schaffner was appointed Chief Executive Officer, succeeding company Co-Founder John Yozamp who assumed the new position of Chief Business Development Officer. Company Co-Founder, Director and Chief Operating Officer, Paul Shoun, was appointed to the positions of President and Chairman of the Board.

 

John Yozamp commented, “Over the last year, Brian and Paul have led the Company to a new level of performance and innovation with new partnerships, OEM strategic supply agreements and expanded sales and distribution partnerships that have further broadened our market opportunities in new and existing verticals. As I now continue in my transition to my new role as an independent sales representative, and as the Company’s largest shareholder, I remain confident that the management team in place are the best executives to guide Expion360 into the future. I look forward to continuing to build customer and partner relationships in my new role, while allowing more time to focus on my health and family.”

 

Brian Schaffner, Chief Executive Officer of Expion360, added, “We thank John for his tenure and achievements as Co-Founder, Chief Executive Officer, and most recently, as Chief Business Development Officer. He has been instrumental in positioning Expion360 as an industry leader with national distribution and penetration of our innovative premium lithium iron phosphate (LiFePO4) products that have led to record growth. We look forward to his contributions as an independent sales representative, where he will continue to play an important role in shaping the future of Expion360 by identifying new growth opportunities and fostering strategic partnerships. His expertise and relationships will continue to expand our reach for products, including our new all-in-one and scalable lithium-ion battery solutions for the home energy storage market.”

 

About Expion360

 

Expion360 is an industry leader in premium lithium iron phosphate (LiFePO4) batteries and accessories for recreational vehicles and marine applications, with residential and industrial applications under development. The Company’s lithium batteries feature half the weight of standard lead-acid batteries while delivering three times the power and 10 times the number of charging cycles. Expion360 batteries also feature better construction and reliability compared to other Li-ion batteries on the market due to their superior design and quality materials. Specially reinforced, fiberglass-infused, premium ABS and solid mechanical connections help provide top performance and safety. With Expion360 batteries, adventurers can enjoy the most beautiful and remote places on Earth even longer.

 

The Company is headquartered in Redmond, Oregon. Expion360 Li-ion batteries are available today through more than 300 dealers, wholesalers, private-label customers, and OEMs across the country. To learn more about the Company, visit expion360.com.

 

Forward-Looking Statements and Safe Harbor Notice

 

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements are subject to considerable risks and uncertainties. The Company intends such forward-looking statements to be covered by the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this press release, including statements about our beliefs and expectations, are "forward-looking statements" and should be evaluated as such. Examples of such forward-looking statements include statements regarding the Company’s expectations regarding its business strategies and plans and our expected growth trajectory. Forward-looking statements are subject to and involve risks, uncertainties, and assumptions that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements predicted, assumed or implied by such forward-looking statements.

 

Company Contact:

Brian Schaffner, CEO

541-797-6714

Email Contact

 

External Investor Relations:

Chris Tyson, Executive Vice President

MZ Group - MZ North America

949-491-8235

XPON@mzgroup.us

www.mzgroup.us

 

 

v3.23.4

Cover	Dec. 27, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 27, 2023
Entity File Number	001-41347
Entity Registrant Name	Expion360 Inc.
Entity Central Index Key	0001894954
Entity Tax Identification Number	81-2701049
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	2025 SW Deerhound Avenue
Entity Address, City or Town	Redmond
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97756
City Area Code	(541)
Local Phone Number	797-6714
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	XPON
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false

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