Current Report Filing (8-k)
November 24 2021 - 4:02PM
Edgar (US Regulatory)
0001772720
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0001772720
2021-11-20
2021-11-20
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xbrli:shares
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xbrli:shares
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): November 20, 2021
XL FLEET CORP.
(Exact name of registrant
as specified in its charter)
Delaware
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001-38971
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83-4109918
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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145 Newton Street
Boston, MA
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02135
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(Address of principal executive offices)
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(Zip Code)
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(617) 718-0329
(Registrant’s
telephone number, including area code)
N/A
(Former name or former
address, if changed since last report)
Check the appropriate
box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
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Securities registered
pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.0001 per share
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XL
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New York Stock Exchange
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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.
Item 5.02 Departure of Directors or Principal
Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers
On November 20, 2021,
Dimitri Kazarinoff resigned from the Company’s Board of Directors and he and the Company entered into a separation agreement pursuant
to which, provided that Mr. Kazarinoff does not revoke the agreement on or prior to November 27, 2021 and thereafter complies with its
terms, Mr. Kazarinoff’s employment as the Company’s Chief Executive Officer will end effective December 1, 2021 and he will
receive (i) severance pay equal to twelve months of his current annual base salary, payable as continued salary in accordance with the
Company’s regular payroll dates, (ii) acceleration of the vesting of all of his stock options that are outstanding as of December
1, 2021 by twelve months, and (iii) the extension of the period for the exercise of his stock options from three months to twenty four
months post-termination.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed
on its behalf by the undersigned hereunto duly authorized.
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XL FLEET CORP.
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Date: November 24, 2021
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By:
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/s/ Jim Berklas
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Name:
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Jim Berklas
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Title:
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General Counsel
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