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 4, 2014

 

 

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 4, 2014, SolarCity Corporation (the “Company”) held its 2014 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, proxies representing 78,095,001 shares of the Company’s common stock, or approximately 84.84% 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 23, 2014:

Proposal One – Election of Directors. The following nominees were elected as Class II directors to serve until the 2017 annual meeting of stockholders or until their respective successors are duly elected and qualified.

 

Nominee

   Votes For    Votes Against    Abstentions    Broker Non-Votes

Antonio J. Gracias

   47,800,469    238,745    27,997    30,027,790

Nancy E. Pfund

   43,228,905    4,808,580    29,726    30,027,790

Peter J. Rive

   44,583,043    3,456,371    27,797    30,027,790

The Company’s Board of Directors is comprised of ten members who are divided into three classes with overlapping three-year terms. The term of the Company’s Class III directors, Donald R. Kendall, Jr., Elon Musk, Jonathan K. Shulkin and Jeffrey B. Straubel, will expire at the 2015 Annual Meeting of Stockholders. The term of the Company’s Class I directors, John H.N. Fisher, Lyndon R. Rive and Bennet Van de Bunt, will expire at the 2016 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, 2014 was ratified.

 

Votes For

  Votes Against   Abstentions   Broker Non-Votes
77,189,940   649,914   255,147   0


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 5, 2014