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 EARLIEST EVENT REPORTED: March 20, 2015

 

AXION POWER INTERNATIONAL, INC.

(Exact name of Registrant as specified in its charter)

 

Delaware 000-22573 65-0774638

(State or other jurisdiction of

 incorporation)

(Commission File

Number)

(I.R.S. Employer Identification

Number)

 

3601 Clover Lane

New Castle, PA 16105

(Address of principal executive offices)

 

(724) 654-9300

(Registrant’s telephone number, including area code)

 

(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 8.01 Other Events.

 

The period for the “cashless exercise” of the Company’s Series B Warrants, as set forth in Section 3.3.2.1 of the related Warrant Agreement, dated October 24, 2015, which provides for further cashless exercise of these Series B Warrants upon a market price for the Company’s common stock of less than $3.25 per share commenced on February 22, 2015, and will continue through the 15 month anniversary of the date of the Warrant Agreement. These shares will be issued in exchange for previously issued securities in a transaction exempt from registration pursuant to Section 3(a)(9) of the Securities Act. As of March 20, 2015, 938,004 Series B Warrants have been exercised, 1,218,246 Series B Warrants remain outstanding, and the total overall issued and outstanding common stock of the Company is 23,303,838 shares.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, Axion Power International, Inc. has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: March 25, 2015

 

  Axion Power International, Inc.  
       
  By: /s/ Charles R. Trego  
  Charles R. Trego  
  Chief Financial Officer