Current Report Filing (8-k)
October 19 2017 - 6:26AM
Edgar (US Regulatory)
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):
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October 13, 2017
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HIGHPOWER
INTERNATIONAL, INC.
_____________________________________________________
(Exact name of registrant as specified in
its charter)
Delaware
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001-34098
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20-4062622
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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Building A1, Luoshan Industrial Zone, Shanxia,
Pinghu, Longgang, Shenzhen, Guangdong, 518111, China
(Address,
including zip code, of principal executive offices)
Registrant’s telephone number, including area code
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(86) 755-89686238
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(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):
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Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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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 (17 CFR §230.405) or Rule 12b-2
of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Appointment of Director
On October 18, 2017, the board of directors (the "Board")
of Highpower International, Inc. (the "Company") appointed Dr. Jie Wang as a director, effective as of such date. Dr.
Wang was also appointed to the Audit, Compensation and Nominating Committees of the Board. Dr. Wang will receive the compensation
currently in effect for non-employee directors.
Dr. Wang, 54, is a member of the faculty of Stanford University.
Dr. Wang has been the Executive Director of the Stanford Center for Sustainable Development and Global Competitiveness since 2008,
and Consulting Professor, Department of Civil and Environmental Engineering, since 2013. In addition, since 2003, Dr. Wang has
been Director of the Stanford Sustainable Development and Environmental Informatics Group. Dr. Wang has held numerous positions
with Stanford University, including as Consulting Associate Professor and Consulting Assistant Professor, Department of Civil and
Environmental Engineering from 2005-2013 and 2003-2005, respectively, Executive Director, Stanford-China Executive Leadership Program
from 2005-2010, Senior Architect of E-commerce, ITSS from 1998-2000, and Architect of Distributed Computing Environment, ITSS,
from 1995-1998. From 2002 to 2005, Dr. Wang was Senior System Architect at Collation, Inc., an IT management software provider,
which is now a subsidiary of IBM [NYSE: IBM], and from 2000 to 2002, he was Senior Architect of Loudcloud Inc., one of the first
cloud computing service providers, which is now a subsidiary Hewlett-Packard Enterprise [NYSE: HPE]. In collaboration with colleagues,
Dr. Wang has published extensively on computational reasoning and learning models for smart infrastructures/smart manufacturing
and their optimized services, management and engineering informatics and knowledge integration for intelligent social services,
social and service computing, sustainable development and environmental informatics, decision making and knowledge management for
research and educational collaborations, E-commerce and E-government, IT as a modern tool for business competitive strategy, smart
manufacturing, and strategy and implementation of smart city and smart region. Dr. Wang holds Ph.D. and M.S. degrees in Civil and
Environmental Engineering from Stanford University, an M.S. in Meteorology and Physical Oceanography from the University of Miami,
FL, and a B.S. in Naval Architecture and Ocean Engineering from Shanghai Jiao Tong University, China.
There are no transactions, or proposed transactions, to which
the Company is or was to be a party and in which Dr. Wang had a direct or indirect material interest that are required to be disclosed
under Item 404(a) of Regulation S-K, nor are there any family relationships among Dr. Wang and any other directors or officers
of the Company.
Resignation of Director
On October 13, 2017, Dr. Xin Hai Li tendered his resignation
from the Board. Dr. Li's decision to resign from the Board is based on the time commitment necessary to fulfill his teaching and
research responsibilities and is not the result of any disagreements with the Board or the Company on matters related to the Company's
operations, policies or practices.
Item 7.01
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Regulation FD Disclosure.
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On October 18, 2017,
Highpower International, Inc. issued a press release announcing the resignation of Dr. Xin Hai Li as a director of the Company
and the appointment of Dr. Jie Wang. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and incorporated
herein by reference.
The information
contained in this Item 7.01 and in the accompanying Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933,
as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01
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Financial Statements and Exhibits
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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.
Dated: October 19, 2017
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Highpower International, Inc.
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/s/
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Shengbin Pan
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By:
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Shengbin (Sunny) Pan
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Its:
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Chief Financial Officer
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