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 5, 2013

 

 

SOLARCITY CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35758   02-0781046

(State or other jurisdiction of

incorporation)

  (Commission File Number)   (IRS Employer
Identification No.)

3055 Clearview Way

San Mateo, California 94402

(Address of principal executive offices, including zip code)

(650) 638-1028

(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 (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))

 

 

 


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

On June 5, 2013, SolarCity Corporation (the “Company”) held its 2013 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, proxies representing 60,902,630 shares of the Company’s common stock, or approximately 80.86% of the total shares entitled to vote, were present and voted on the following two proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on April 30, 2013:

Proposal One – Election of Directors. The following nominees were elected as Class I directors to serve until the 2016 annual meeting of stockholders or until their respective successors are duly elected and qualified.

 

Nominee

   Votes For    Votes Against    Abstentions    Broker Non-Votes

Raj Atluru

   53,991,417    385,284    15,295    6,510,634

John H. N. Fisher

   54,217,856    159,045    15,095    6,510,634

Lyndon R. Rive

   54,200,722    180,288    10,986    6,510,634

The Company’s Board of Directors is comprised of nine members who are divided into three classes with overlapping three-year terms. The term of the Company’s Class II directors, Antonio J. Gracias, Nancy E. Pfund and Peter J. Rive, will expire at the 2014 Annual Meeting of Stockholders. The term of the Company’s Class III directors, Donald R. Kendall, Jr., Elon Musk and Jeffrey B. Straubel, will expire at the 2015 Annual Meeting of Stockholders.

Proposal Two – Ratification of the Appointment of Independent Registered Public Accounting Firm. The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2013 was ratified.

 

Votes For

   Votes Against    Abstentions    Broker Non-Votes

60,449,345

   47,257    356,028   


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 hereunto duly authorized.

 

SOLARCITY CORPORATION
By:  

/s/ Lyndon R. Rive

 

Lyndon R. Rive

Chief Executive Officer

Date: June 7, 2013