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): June 13, 2024
Piedmont Lithium Inc.
(Exact name of registrant as specified in its charter)
Delaware
|
001-38427
|
36-4996461
|
(State or other jurisdiction of incorporation or organization)
|
(Commission File Number)
|
(I.R.S. Employer Identification Number)
|
42 E Catawba Street
Belmont, North Carolina 28012
(Address of principal executive offices and zip code)
(704) 461-8000
(Registrant's telephone number, including area code)
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
|
Name of each exchange on which
registered
|
Common Stock, $0.0001 par value per share
|
PLL
|
Nasdaq
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
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 5.07 |
Submission of Matters to a Vote of Security Holders.
|
On Thursday, June 13, 2024, Piedmont Lithium Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) at 11:00 a.m. Eastern Time. As of the
close of business on April 15, 2024, the record date for the Annual Meeting, there were 19,365,198 shares of common stock entitled to vote at the Annual Meeting, including Chess Depository Interests on an as-converted basis. The results of the
matters voted upon at the Annual Meeting were as follows:
1. |
Election of the three Class I director nominees to serve for a three year term until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified (Proposal 1):
|
Director Nominee
|
Votes For
|
Votes Withheld
|
Broker Non-Votes
|
• Mr. Keith Phillips
|
6,925,663
|
230,446
|
3,678,733
|
• Mr. Michael Bless
|
6,693,870
|
462,239
|
3,678,733
|
• Ms. Dawne Hickton
|
6,764,663
|
391,446
|
3,678,733
|
2. |
Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024 (Proposal 2):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
10,637,148
|
146,798
|
50,896
|
0
|
3. |
Approval of, on a non-binding, advisory basis, the compensation of the Company’s named executive officers (Proposal 3):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,949,530
|
2,990,224
|
216,355
|
3,678,733
|
4. |
Approval of the grant of up to 169,903 stock options to Mr. Keith Phillips (Proposal 4):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,735,326
|
3,202,660
|
218,123
|
3,678,733
|
5. |
Approval of the grant of up to 64,362 restricted stock units to Mr. Keith Phillips (Proposal 5):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,755,691
|
3,190,916
|
209,502
|
3,678,733
|
6. |
Approval of the grant of up to 257,442 performance stock units to Mr. Keith Phillips (Proposal 6):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,696,747
|
3,222,792
|
236,570
|
3,678,733
|
7. |
Approval of the grant of up to 13,976 restricted stock units to Mr. Jeff Armstrong (Proposal 7):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,519,182
|
382,007
|
254,920
|
3,678,733
|
8. |
Approval of the grant of up to 7,724 restricted stock units to Ms. Christina Alvord (Proposal 8):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,577,574
|
376,625
|
201,910
|
3,678,733
|
9. |
Approval of the grant of up to 7,724 restricted stock units to Mr. Jorge Beristain (Proposal 9):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,584,667
|
371,070
|
200,372
|
3,678,733
|
10. |
Approval of the grant of up to 7,724 restricted stock units to Mr. Michael Bless (Proposal 10):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,582,447
|
374,041
|
199,621
|
3,678,733
|
11. |
Approval of the grant of up to 7,724 restricted stock units to Mr. Claude Demby (Proposal 11):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,584,308
|
372,582
|
199,219
|
3,678,733
|
12. |
Approval of the grant of up to 7,724 restricted stock units to Ms. Dawne Hickton (Proposal 12):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,579,790
|
376,512
|
199,807
|
3,678,733
|
Item 7.01 |
Regulation FD Disclosure.
|
On June 13, 2024, the Company issued a press release, attached as Exhibit 99.1 hereto,
regarding the results of the matters voted upon at the Annual Meeting.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document pursuant to
the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing.
Item 9.01 |
Financial Statements and Exhibits.
|
(d) Exhibits.
|
|
|
|
|
|
|
Press Release.
|
104
|
|
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
|
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, thereunto
duly authorized.
|
|
|
PIEDMONT LITHIUM INC.
|
|
|
|
Date: June 14, 2024
|
|
|
|
Name:
|
Keith D. Phillips
|
|
Title:
|
President and Chief Executive Officer
|
Exhibit 99.1
ASX RELEASE | June 14, 2024 | ASX:PLL
Piedmont Lithium Reports Results of Annual Meeting of Stockholders
Belmont, North Carolina, June 13, 2024 – Piedmont Lithium Inc. (“Piedmont” or
“Company”) (Nasdaq: PLL; ASX: PLL), a leading North American supplier of lithium products critical to the U.S. electric vehicle supply chain, is pleased to announce the results of its annual meeting of
stockholders held virtually on June 13, 2024 (the “Meeting”), at which stockholders approved all proposals put forward by the Company.
The three director nominees named in the Company’s proxy statement dated April 29, 2024 (the “Proxy
Statement”) were elected to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified. Additionally, the other proposals, as outlined in the Proxy Statement, were approved by the
affirmative vote of at least a majority of the voting power of shares of common stock present or represented at the Meeting and entitled to vote on the proposal.
Voting results are provided in the tables that follow. All resolutions were decided by a poll. The information required by ASX Listing Rule 3.13.2 is contained in
the Appendix to this announcement.
1. |
Election of the three Class I director nominees to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified (Proposal 1):
|
Director Nominee
|
Votes For
|
Votes Withheld
|
Broker Non-Votes
|
Mr. Keith Phillips
|
6,925,663
|
230,446
|
3,678,733
|
Mr. Michael Bless
|
6,693,870
|
462,239
|
3,678,733
|
Ms. Dawne Hickton
|
6,764,663
|
391,446
|
3,678,733
|
2. |
Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024 (Proposal 2):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
10,637,148
|
146,798
|
50,896
|
0
|
3. |
Approval of, on a non-binding, advisory basis, the compensation of the Company’s named executive officers (Proposal 3):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,949,530
|
2,990,224
|
216,355
|
3,678,733
|
4. |
Approval of the grant of up to 169,903 stock options to Mr. Keith Phillips (Proposal 4):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,735,326
|
3,202,660
|
218,123
|
3,678,733
|
5. |
Approval of the grant of up to 64,362 restricted stock units to Mr. Keith Phillips (Proposal 5):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,755,691
|
3,190,916
|
209,502
|
3,678,733
|
6. |
Approval of the grant of up to 257,442 performance stock units to Mr. Keith Phillips (Proposal 6):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
3,696,747
|
3,222,792
|
236,570
|
3,678,733
|
7. |
Approval of the grant of up to 13,976 restricted stock units to Mr. Jeff Armstrong (Proposal 7):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,519,182
|
382,007
|
254,920
|
3,678,733
|
8. |
Approval of the grant of up to 7,724 restricted stock units to Ms. Christina Alvord (Proposal 8):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,577,574
|
376,625
|
201,910
|
3,678,733
|
9. |
Approval of the grant of up to 7,724 restricted stock units to Mr. Jorge Beristain (Proposal 9):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,584,667
|
371,070
|
200,372
|
3,678,733
|
10. |
Approval of the grant of up to 7,724 restricted stock units to Mr. Michael Bless (Proposal 10):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,582,447
|
374,041
|
199,621
|
3,678,733
|
11. |
Approval of the grant of up to 7,724 restricted stock units to Mr. Claude Demby (Proposal 11):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,584,308
|
372,582
|
199,219
|
3,678,733
|
12. |
Approval of the grant of up to 7,724 restricted stock units to Ms. Dawne Hickton (Proposal 12):
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
6,579,790
|
376,512
|
199,807
|
3,678,733
|
About Piedmont Lithium
Piedmont Lithium (Nasdaq: PLL; ASX: PLL) is developing a world-class, multi-asset, integrated lithium business focused on enabling the transition
to a net zero world and the creation of a clean energy economy in North America. Our goal is to become one of the largest lithium hydroxide producers in North America by processing spodumene concentrate produced from assets where we hold an
economic interest. Our projects include our Carolina Lithium and Tennessee Lithium projects in the United States and partnerships in Quebec with Sayona Mining (ASX: SYA) and in Ghana with Atlantic Lithium (AIM: ALL; ASX: A11). These geographically
diversified operations help us to play a pivotal role in supporting America’s move toward energy independence and the electrification of transportation and energy storage. For more information, follow us on Twitter @PiedmontLithium and visit
www.piedmontlithium.com.
For further information, contact:
Erin Sanders
SVP, Corporate Communications & Investor Relations
T: +1 704 575 2549
E: esanders@piedmontlithium.com
Appendix – Results of Piedmont Lithium Inc.’s 2024 Annual Meeting of Stockholders – 13 June 2024
The following information is provided in accordance with ASX Listing Rule 3.13.2:
Resolution
|
Number of Valid Proxy Votes Received Before the Meeting
|
Number and Percentage of Votes on the Poll
|
Result
|
For
|
Withheld
|
Proxy’s Discretion
|
For
|
Withheld
|
1.a. Election of Mr. Keith Phillips
|
6,925,663
|
230,446
|
Nil
|
6,925,663
96.78%
|
230,446
3.22%
|
Elected
|
1.b. Election of Mr. Michael Bless
|
6,693,870
|
462,239
|
Nil
|
6,693,870
93.54%
|
462,239
6.46%
|
Elected
|
1.c. Election of Ms. Dawne Hickton
|
6,764,663
|
391,446
|
Nil
|
6,764,663
94.53%
|
391,446
5.47%
|
Elected
|
Resolution
|
Number of Valid Proxy Votes Received Before the Meeting
|
Number and Percentage of Votes on the Poll
|
Result
|
For
|
Against
|
Abstain
|
Proxy’s
Discretion
|
For
|
Against
|
Abstain
|
2. Ratification of the appointment of PricewaterhouseCoopers LLP for the year ending December 31, 2024
|
10,637,148
|
146,798
|
50,896
|
Nil
|
10,637,148
98.18%
|
146,798
1.35%
|
50,896
0.47%
|
Approved
|
3. Approval of, on a non-binding, advisory basis, the compensation of the Company’s named executive officers
|
3,949,530
|
2,990,224
|
216,355
|
Nil
|
3,949,530
55.19%
|
2,990,224
41.79%
|
216,355
3.02%
|
Approved
|
4. Approval of the grant of up to 169,903 stock options to Mr. Keith Phillips
|
3,735,326
|
3,202,660
|
218,123
|
Nil
|
3,735,326
52.20%
|
3,202,660
44.75%
|
218,123
3.05%
|
Approved
|
5. Approval of the grant of up to 64,362 restricted stock units to Mr. Keith Phillips
|
3,755,691
|
3,190,916
|
209,502
|
Nil
|
3,755,691
52.48%
|
3,190,916
44.59%
|
209,502
2.93%
|
Approved
|
6. Approval of the grant of up to 257,442 performance stock units to Mr. Keith Phillips
|
3,696,747
|
3,222,792
|
236,570
|
Nil
|
3,696,747
51.66%
|
3,222,792
45.04%
|
236,570
3.30%
|
Approved
|
7. Approval of the grant of up to 13,976 restricted stock units to Mr. Jeff Armstrong
|
6,519,182
|
382,007
|
254,920
|
Nil
|
6,519,182
91.10%
|
382,007
5.34%
|
254,920
3.56%
|
Approved
|
8. Approval of the grant of up to 7,724 restricted stock units to Ms. Christina Alvord
|
6,577,574
|
376,625
|
201,910
|
Nil
|
6,577,574
91.92%
|
376,625
5.26%
|
201,910
2.82%
|
Approved
|
9. Approval of the grant of up to 7,724 restricted stock units to Mr. Jorge Beristain
|
6,584,667
|
371,070
|
200,372
|
Nil
|
6,584,667
92.01%
|
371,070
5.19%
|
200,372
2.80%
|
Approved
|
10. Approval of the grant of up to 7,724 restricted stock units to Mr. Michael Bless
|
6,582,447
|
374,041
|
199,621
|
Nil
|
6,582,447
91.98%
|
374,041
5.23%
|
199,621
2.79%
|
Approved
|
11. Approval of the grant of up to 7,724 restricted stock units to Mr. Claude Demby
|
6,584,308
|
372,582
|
199,219
|
Nil
|
6,584,308
92.01%
|
372,582
5.21%
|
199,219
2.78%
|
Approved
|
12. Approval of the grant of up to 7,724 restricted stock units to Ms. Dawne Hickton
|
6,579,790
|
376,512
|
199,807
|
Nil
|
6,579,790
91.95%
|
376,512
5.26%
|
199,807
2.79%
|
Approved
|