UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

 

 

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 7, 2019

 

SUMMER ENERGY HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

(State or other jurisdiction of incorporation)

 

001-35496

20-2722022

(Commission File Number)

(I.R.S. The Company Identification No.)

 

 

5847 San Felipe Street #3700

Houston, Texas 77057

(Address of principal executive offices)

 

(713) 375-2790

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Securities registered pursuant to Section 12(g) of the Act:

 

Title of each class

Trading Symbol(s)

Principal U.S. Market for Securities

Common Stock, $0.001 par value

SUME

OTCQB

 

 

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)) 


 


 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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   ¨

 

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.  ☐


 


Explanatory Note

 

This current report on Form 8-K/A (this “Amendment”) amends the Current Report on Form 8-K dated June 7, 2019, filed by Summer Energy Holdings, Inc., a Nevada corporation (the “Company”), filed with the U.S. Securities and Exchange Commission on June 12, 2019 (the “Original Form 8-K”). The Original Form 8-K reported the final voting results of the Company’s 2019 Annual Meeting of Stockholders held on June 7, 2019 (the “2019 Annual Meeting”). The sole purpose of this Amendment is to disclose the Company’s decision regarding how frequently it will conduct future stockholder advisory votes to approve the compensation of the Company’s named executive officers (“Say-On-Pay”).

 

5.07 Submission of Matters to a Vote of Security Holders

 

(d) As previously reported in the Original Form 8-K, at the 2019 Annual Meeting, in a non-binding advisory vote, 5,024,384 of the votes cast voted in favor of one year as the frequency with which the Company should hold future advisory votes on Say-On-Pay; none of the votes cast voted in favor of two years as the frequency with which the Company should hold future advisory votes on Say-On-Pay; and 13,636,566 of the votes cast voted in favor of three years as the frequency with which the Company should hold future advisory votes on Say-On-Pay; with no votes abstaining from the vote. The Company’s Board of Directors has considered the outcome of this non-binding advisory vote and, in response to the voting results and other factors, has determined that a stockholder vote on Say-On-Pay will be included in its proxy materials every three years, until the next required vote on the frequency of stockholder vote on Say-On-Pay.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated:  December 15, 2019

 

SUMMER ENERGY HOLDINGS, INC.

 

By: /s/ Jaleea P. George

Jaleea P. George

Chief Financial Officer