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 Earliest Event Reported):
December 8, 2020
TRINE ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
Delaware (State or Other Jurisdiction of Incorporation) |
001-38835 (Commission File Number) |
83-2044042 (IRS Employer Identification No.) |
405 Lexington Avenue, 48th Floor
New York, NY 10174
(Address of Principal Executive Offices) (Zip Code)
(212) 503-2855
(Registrant’s telephone number, including area code)
Not Applicable
(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:
¨ | 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 | ||
Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-half of one warrant | TRNE.U | New York Stock Exchange | ||
Class A common stock, $0.0001 par value per share | TRNE | New York Stock Exchange | ||
Warrants to purchase Class A common stock |
TRNE.WS |
New York Stock Exchange |
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 x
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 8, 2020, Trine Acquisition Corp. (the “Company” or “Trine”) convened the special meeting of stockholders (the “Special Meeting”) held in connection with the Company’s previously announced business combination (the “Merger”) with Desktop Metal, Inc. (“Desktop Metal”) and Sparrow Merger Sub, Inc. (“Merger Sub”) pursuant to the Agreement and Plan of Merger, dated as of August 26, 2020 (as it may be amended and/or restated from time to time, the “Merger Agreement”) and the transactions contemplated thereby. Pursuant to the terms of the Merger Agreement, a business combination between Trine and Desktop Metal will be effected through the merger of Merger Sub with and into Desktop Metal, with Desktop Metal surviving the merger as a wholly owned subsidiary of Trine. Each proposal voted on at the Special Meeting is described in detail in the Company’s definitive proxy statement/consent solicitation statement/prospectus filed with the U.S. Securities and Exchange Commission and mailed to stockholders on November 10, 2020 (the “Proxy Statement”).
As of the close of business on October 30, 2020, the record date for the Special Meeting, there were an aggregate of 37,518,750 shares of Class A common stock, par value $0.0001 per share, and Class B common stock, par value $0.0001 per share (together, the “Common Stock”), outstanding, each of which was entitled to one vote with respect to the adjournment proposal. A total of 22,230,107 shares of Common Stock, representing approximately 59.25% of the outstanding shares of Common Stock entitled to vote, were present in person or by proxy, constituting a quorum.
The voting results for the proposals voted on at the Special Meeting are set forth below:
1. The Business Combination Proposal – To approve the Merger Agreement and the transactions contemplated thereby
For | Against | Abstain | ||
22,206,270 | 4,377 | 19,460 |
2. The Charter Amendment Proposals – To adopt an amendment to Trine’s amended and restated certificate of incorporation currently in effect in the form attached to the Merger Agreement
For | Against | Abstain | ||
22,189,987 | 6,359 | 33,761 |
3. The Charter Approval Proposal – To adopt the Second Amended and Restated Certificate of Incorporation (the “Proposed Charter”) in the form attached to the proxy statement/consent solicitation statement/prospectus
For | Against | Abstain | ||
22,178,535 | 9,199 | 42,373 |
4. The Governance Proposal – To act upon, on a non-binding advisory basis, a separate proposal with respect to certain governance provisions in the Proposed Charter in order to give holders of Trine’s common stock the opportunity to present their separate views on important corporate governance procedures
FOR | AGAINST | ABSTAIN | ||||
Proposal 4A — Required Vote to Amend the Charter | 19,128,053 | 3,057,505 | 44,549 | |||
Proposal 4B — Required Vote to Amend the Bylaws | 19,115,724 | 3,057,485 | 56,898 | |||
Proposal 4C — Director Removal | 19,042,883 | 3,070,493 | 116,731 | |||
Proposal 4D — Removal of Blank Check Company Provisions | 22,150,061 | 17,720 | 62,326 |
5. The Director Election Proposal – To elect 10 directors to serve on the board of directors of the post-combination Company until the 2021 annual meeting of stockholders, in the case of Class I directors, the 2022 annual meeting of stockholders, in the case of Class II directors, and the 2023 annual meeting of stockholders, in the case of Class III directors, and, in each case, until their respective successors are duly elected and qualified
FOR | AGAINST | ABSTAIN | ||||
Ric Fulop | 22,107,592 | 19,336 | 103,179 | |||
Dayna Grayson | 22,109,948 | 19,935 | 100,224 | |||
Leo Hindery, Jr. | 19,635,132 | 2,489,264 | 105,711 | |||
Wen Hsieh | 22,097,577 | 23,367 | 109,163 | |||
Jeff Immelt | 21,812,393 | 312,502 | 105,212 | |||
Byron Knight | 22,105,087 | 15,026 | 109,994 | |||
Stephen Nigro | 22,099,690 | 16,673 | 113,744 | |||
Steve Papa | 21,396,903 | 722,882 | 110,322 | |||
Andy Wheeler | 22,106,605 | 16,486 | 107,016 | |||
Bilal Zuberi | 22,040,171 | 87,261 | 102,675 |
6. The Merger Issuance Proposal – To approve, for purposes of complying with applicable listing rules of the New York Stock Exchange (the “NYSE”), the issuance of shares of Class A common stock pursuant to the business combination
For | Against | Abstain | ||
22,197,533 | 6,658 | 25,916 |
7. The Subscription Amount Proposal – To approve, for purposes of complying with applicable listing rules of the NYSE, the issuance of shares of Class A common stock pursuant to the subscription agreements)
For | Against | Abstain | ||
22,186,068 | 6,283 | 37,756 |
8. The Incentive Plan Proposal – To approve and adopt the Desktop Metal, Inc. 2020 Incentive Award Plan
For | Against | Abstain | ||
17,081,855 | 5,072,635 | 75,617 |
SIGNATURE
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.
Trine Acquisition Corp. | |||
Date: December 8, 2020 | By: | /s/ Pierre M. Henry | |
Name: | Pierre M. Henry | ||
Title: | Chief Financial Officer |