SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 15, 2020
Power Solutions International, Inc.
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction
201 Mittel Drive, Wood Dale, Illinois 60191
(Address of Principal Executive Offices, and Zip Code)
Registrants 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 (see General Instruction A.2. below):
☐ Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communication 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
Name of each exchange on which registered
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 5.07. Submission of Matters to a Vote of Security Holders.
On December 15, 2020, Power Solutions International, Inc., (the Company) held its 2020 Annual Meeting of Stockholders. All matters submitted for approval by the Companys stockholders, as described in the Companys definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on November 5, 2020 (the Proxy Statement), were approved. The number of shares of common stock entitled to vote at the Companys 2020 Annual Meeting of Stockholders was 22,886,345, representing the number of shares outstanding as of October 16, 2020, the record date for the annual meeting.
Proposal No. 1: Election of Directors
The following nominees were elected to the Board for a one-year term expiring at the Companys 2021 Annual Meeting, as follows:
Shaojun Sun, Ph.D.
Kenneth W. Landini
Frank P. Simpkins
Proposal No. 2: Ratification of Appointment of BDO USA, LLP to Serve as the Companys Independent Registered Public Accounting Firm for the Company for the Fiscal Year Ending December 31, 2020
The ratification of BDO USA, LLP to serve as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2020 was approved as follows:
Proposal No. 3: Approval, on an Advisory, Non-binding Basis, the Compensation of the Companys Named Executive Officers
The Companys named executive officer compensation was approved on an advisory, non-binding basis, as follows:
Proposal No. 4: Approval, on an Advisory, Non-binding Basis, the Frequency (Every One, Two or Three Years) of Stockholder Advisory Approval of the Compensation of the Companys Named Executive Officers
Stockholders were given the options of voting for 1 year, 2 years or 3 years or abstaining with respect to the frequency of stockholder advisory approval of the Companys named executive officer compensation; the 1-year option was approved on an advisory, non-binding basis, as follows:
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.
|Power Solutions International, Inc.|
|Dated: December 17, 2020||By:||/s/ Donald P. Klein|
|Name:||Donald P. Klein|
|Title:||Interim Chief Financial Officer|