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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):
December 4, 2023
BEAM
GLOBAL
(Exact Name of Registrant as Specified in Charter)
| Nevada |
|
000-53204 |
|
26-1342810 |
| (State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
| 5660 Eastgate Drive, San Diego, CA |
92121 |
| (Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including
area code: (858) 799-4583
___________________________________________________
(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)) |
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 ☐
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| |
|
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock |
|
BEEM |
|
NASDAQ Capital Market |
| Warrants |
|
BEEMW |
|
NASDAQ Capital Market |
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 4, 2023, Beam
Global (the “Company”) announced that it has appointed Lisa A. Potok, 54, as Chief Financial Officer. Prior to joining Beam
Global, Ms. Potok was the CFO, Treasurer and Secretary of Nice North America LLC, previously known as Nortek Security & Control, LLC,
one of the largest smart residential, commercial, and industrial solutions manufacturing companies in the world. Prior to that, she held
positions as the Vice President of Global Finance and Investor Relations and M&A for Newegg Inc. (NASDAQ: NEGG), she was Vice President
of Global Finance at Club Demonstration Services, (NASDAQ: ADV), a product demonstration company, and she was Vice President of Finance/Divisional
CFO at FTD, Inc.’s Provide Commerce division (NASDAQ: FTD). Ms. Potok is a CPA and holds a Bachelor of Arts in Accounting from Hillsdale
College, MI and an MBA from The Paul Merage School of Business at University of California, Irvine, CA.
Ms. Potok and the Company
agreed to an offer letter dated November 15, 2023 (the “Offer Letter”) whereby the Company agreed to pay Ms. Potok an annual
salary of $310,000 per year. Ms. Potok is eligible for an annual bonus up to 50% of her base salary subject to performance metrics established
by the Company. The Company will also grant Ms. Potok an option to purchase up to 75,000 shares of the Company’s common stock which
shall vest over a four year period. The description of the terms of the Offer Letter does not purport to be complete and is qualified
in its entirety to the full text of the Offer Letter, which is attached hereto as Exhibit 10.1 and incorporated by reference herein.
Ms. Potok and the Company
have not engaged in any related party transaction. Ms. Potok has no family relationships with any director or executive officer of the
Company, or persons nominated or chosen by the Company to become directors or executive officers. There are currently no other arrangements
or understandings with Ms. Potok with respect to her appointment as Chief Financial Officer.
Effective
December 4, 2023, Kathy McDermott stepped down from her role as Chief Financial Officer of the Company but will remain employed with the
Company until December 31, 2023 to help ensure a smooth transition.
| Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
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.
| |
BEAM GLOBAL |
| |
|
|
| Dated: December 8, 2023 |
By: |
/s/ Lisa A. Potok |
| |
Name: |
Lisa A. Potok |
| |
Title: |
Chief Financial Officer |
Exhibit 10.1
November 10, 2023
Lisa Potok
c/o Vaco
Dear Lisa:
On behalf of Beam Global (the “Company”),
it is my pleasure to offer you the position of Chief Financial Officer. This position is an Officer of the Company and also fulfills the
role of the Principal Accounting Officer in situations where that title is used. This letter constitutes the entire agreement relating
to the terms of your employment.
The terms set forth below shall be effective as
of your date of hire, which is anticipated to be December 4, 2023 (the “Effective Date”).
Title and Base Salary. Your title
will be Chief Financial Officer and you will report directly to me. As of the Effective Date, your annual base salary shall be
$310,000.
Bonus Compensation. In addition
to your base salary, you will be eligible for an annual incentive cash bonus, as determined by the Compensation Committee. Your annual
incentive cash bonus shall have a target equal to 50% of your base salary as of the Effective Date, prorated for the portion of year during
which you are employed by the Company. The target bonus and its components, the Company performance goals, and your individual objectives
shall be determined and documented by the Compensation Committee of the Board of Directors. You must be employed by the company at the
time payment is made to be eligible for your bonus.
Equity Awards. Concurrent with the
commencement of your employment or upon approval by the Compensation Committee, whichever comes later, you will be granted an option to
purchase shares of common stock of the Company (“Company Common Stock”) as follows, under the terms and conditions
of a Non-Qualified Stock Option Agreement (an “Option”):
| Strike Price* |
Number of Shares |
| FMV |
75,000 |
* FMV = the price of a share of the Company’s common
stock at close of market on the date of grant.
Your Option shall vest and become exercisable
in 48 equal monthly installments, with the first such monthly vesting date taking place on December 31, 2023 and subsequent vesting dates
on the last day of the next 47 months thereafter, subject to your continued service through the applicable vesting date. The option grant
will be subject to the terms of the applicable equity compensation plan or arrangement in effect at the time of grant. You should be aware
that you may incur federal and state income taxes as a result of your receipt or the vesting of any equity compensation awards and it
shall be your responsibility to pay any such applicable taxes.
| |
5660 Eastgate Dr.,
San Diego, CA 92121 |
December 7, 2023 |
1 |
| |
T
858.799.4583 | F 858.799.4592
|
|
Other Benefits. You will be eligible
for all Company adopted benefits, under the terms and conditions of such benefit plans. Your coverage for such benefits will become effective
on the first of the month following your start of employment.
Vacation. While employed, you will
be entitled to such number of vacation/paid time off (“PTO”) days set forth below pursuant to the Company’s
vacation/PTO policies as in effect from time to time (and prorated for any partial years during the employment period).
| YEARS |
NUMBER OF DAYS |
| 1-2 |
4 weeks |
| 3-4 |
5 weeks |
| 5+ |
6 weeks |
Conditions of Employment.
Your employment is “at-will,” which
means that either you or the Company may terminate the employment relationship at any time for any reason or for no reason. This at-will
relationship may not be modified by any oral or implied agreement.
| |
· |
In accordance with the Federal Immigration Reform and Control Act of 1986, we are required
to have Employment Eligibility Verification form I-9 on file. On your first day of employment, you will be asked to provide identification
needed to complete the Form I-9 requirements. |
| |
|
|
| |
· |
You will sign the Company’s confidentiality and proprietary information agreement. |
| |
|
|
| |
· |
You will be required to comply with the Company’s personnel policies outlined in
the Employee Handbook or as adopted from time to time by the Company. |
| |
|
|
| |
· |
You represent to the Company that you are not subject to any obligation, contractual or
otherwise, that prevents or restricts you from becoming employed by the Company, or that creates any potential or actual conflict of interest
or places the Company at risk of liability for hiring you. |
| |
|
|
| |
· |
You represent and agree that you have not taken and will not import or use any proprietary
or trade secret information belonging to any other person or entity, including your former employer, in the discharge of your duties for
the Company. |
The information contained in this letter represents
the entire substance of the Company’s offer of employment to you and is contingent upon successful completion of all pre-and post-employment
checks. If all the above terms and conditions meet with your approval, please sign this letter and return it by November 17, 2023. If
this document is not returned by this date, this offer of employment shall be withdrawn.
I look forward to having you join the Beam team.
If you should have any questions, please feel free to call me at 949-939-0615.
Sincerely,
| /s/ Kathy McDermott |
|
| Kathy McDermott |
|
| Chief Financial Officer |
|
| |
|
| ACCEPTED BY: |
|
| |
|
| /s/ Lisa Potok |
|
| Lisa Potok |
|
| November 15, 2023 |
|
| |
5660 Eastgate Dr.,
San Diego, CA 92121 |
December 7, 2023 |
2 |
| |
T
858.799.4583 | F 858.799.4592
|
|
Exhibit 99.1
Beam
Global Appoints Lisa Potok as Chief Financial Officer
SAN DIEGO, CA – December 6,
2023 – Beam Global, (Nasdaq: BEEM, BEEMW),
a leading provider of innovative and sustainable infrastructure solutions for the electrification of transportation and energy
security, announced that Lisa Potok has joined the Beam Global executive team as chief financial officer.
Ms. Potok is an innovative and strategically focused financial executive
with Fortune 500, small and medium-sized company and international experience. She has consistently contributed to growth in profitability
while managing public offerings, acquisitions and other strategic initiatives. Immediately prior to her appointment at Beam Global, Ms.
Potok was the CFO, Treasurer and Secretary of Nice North America LLC, previously known as Nortek Security & Control, LLC, one of the
largest smart residential, commercial and industrial solutions manufacturing companies in the world. Ms. Potok’s previous experience
includes taking Newegg Inc. (Nasdaq: NEGG), a multi-billion-dollar revenue global tech company, public in May 2021; Vice President of
Global Finance at Club Demonstration Services, (Nasdaq: ADV); and Vice President of Finance/Divisional CFO at FTD, Inc.’s Provide
Commerce division (Nasdaq: FTD).
“Lisa Potok comes to us with international financial leadership
experience at companies with revenues in the hundreds of millions and billions of dollars,” said Desmond Wheatley, CEO of Beam Global.
“We are at a point in our trajectory where that sort of experience is going to be vital for us. Our revenues are almost 300% higher
than they were a year ago and our growth into Europe, the world’s biggest market for our products, means that we have to be planning
for the next chapter in our evolution. Lisa’s international experience is going to be vital for us as our operations there evolve.
Lisa is well respected within the financial community and brings experience and relationships which are excellent for where we are going.
Kathy McDermott has spent the last four years helping us build this growth platform and I am very grateful for her expertise in growing
and leading the finance team through this period of expansion.
Ms. Potok succeeds Kathy McDermott, who is stepping down from her CFO
role to pursue other interests. Ms. McDermott has served as Beam Global’s CFO since 2019 and will remain an avid supporter of the
Company. She will continue to work at Beam Global through the remainder of 2023 and will be available thereafter as an advisor as needed
to ensure a seamless transition and the ongoing success of Beam Global.
“I am thrilled to be joining an exciting and growing company
like Beam Global,” said Lisa Potok, CFO at Beam Global. “I have been fortunate to hold leadership positions at several companies
which have experienced dramatic growth and I believe that Beam Global has all the attributes which point to a continuation of the trajectory
that the Company has been on for the last several years. We have unique and valuable products, a successful focus on large and essential
industries, a well-tested and proven management team, and financial discipline which results in our being well capitalized with no debt,
an attractive cap table and a strong balance sheet. I am looking forward to being a part of the team that drives this Company to new heights,
and I’m confident that we have what it takes to get there.”
“The last four years have been incredibly rewarding and I am
grateful for the time and experience I have had at Beam Global,” said outgoing CFO, Kathy McDermott. “We have grown this company
from a single facility firm generating $5 million in revenues in 2019, to an international organization with facilities in San Diego,
Chicago and Europe and almost $50 million in revenues in the first three quarters of this year. That is an extraordinary rate of growth,
and it has been both challenging and inspiring to have held a leadership role throughout the process. I am confident that Beam Global’s
best years are ahead and that, under Desmond Wheatley’s leadership, the Company will continue to go from strength to strength.”
Ms. Potok brings 25 plus years of financial, operational, board and leadership experience within both public and private companies, domestic
and internationally, in a variety of industries including eComm, advertising, consumer goods, biotech, medical devices and manufacturing.
Ms. Potok is an active CPA, holds a Bachelor of Arts with emphasis in Accounting from Hillsdale College in Hillsdale, MI and a Master
of Business Administration from The Paul Merage School of Business, University of California, Irvine.
About Beam Global
Beam Global is a clean technology innovator which develops and manufactures
sustainable infrastructure products and technologies. We operate at the nexus of clean energy and transportation with a focus on sustainable
energy infrastructure, rapidly deployed and scalable EV charging solutions, safe energy storage and vital energy security. With operations
in the U.S. and Europe, Beam Global develops, patents, designs, engineers and manufactures
unique and advanced clean technology solutions that power transportation, provide secure sources of electricity, save time and money and
protect the environment. Headquartered in San Diego with facilities in Chicago, Belgrade and Kraljevo, Beam
Global has a deep patent portfolio and is listed on Nasdaq under the symbols BEEM and BEEMW. For more information visit BeamForAll.com,
LinkedIn, YouTube and X (formerly Twitter).
Forward-Looking Statements
This Beam Global Press Release may contain forward-looking statements. All statements in this Press Release other than statements
of historical facts are forward-looking statements. Forward-looking statements are generally accompanied by terms or phrases such as “estimate,”
“project,” “predict,” “believe,” “expect,” “anticipate,” “target,”
“plan,” “intend,” “seek,” “goal,” “will,” “should,” “may,”
or other words and similar expressions that convey the uncertainty of future events or results. These
statements relate to future events or future results of operations, including, but not limited to the following statements: statements
regarding the acquisition of Amiga, its expected benefits, and the anticipated future financial performance as a result of the acquisition. These
statements are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause Beam Global's actual
results to be materially different from these forward-looking statements. Except to the extent required by law, Beam Global expressly
disclaims any obligation to update any forward-looking statements.
# # #
Media Contact:
Skyya PR
+1 651-335-0585
Press@BeamForAll.com
Investor Relations:
Core IR
+1 516-222-2560
IR@BeamForAll.com
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Beam Global (NASDAQ:BEEM)
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부터 4월(4) 2024 으로 5월(5) 2024
Beam Global (NASDAQ:BEEM)
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