DE
false 0001823652 0001823652 us-gaap:WarrantMember 2022-08-04
2022-08-04 0001823652 us-gaap:CommonStockMember 2022-08-04
2022-08-04 0001823652 2022-08-04 2022-08-04
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 20, 2022
EVE HOLDING, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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001-39704
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85-2549808
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(Commission File Number)
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(IRS Employer Identification No.)
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1400 General Aviation Drive,
Melbourne, Florida
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32935
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
(321) 751-5050
N/A
(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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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐
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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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☐
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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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Securities
registered pursuant to Section 12(b) of the Act:
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Title of each class:
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Trading Symbol:
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Name of each exchange on which registered:
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Common Stock,
par value $0.001 per share
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EVEX
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The New York
Stock Exchange
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Warrants, each
whole warrant exercisable for one share of Common Stock
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EVEXW
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The 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 Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On December 20,
2022, José Manuel
Entrecanales resigned from his position as a member of the board of
directors (the
“Board”) of Eve Holding,
Inc. (the
“Company”), effective
immediately.
Pursuant to the
Warrant Agreement, dated as of March 16, 2022, by and among the
Company, Acciona Logistica, S.A. (“Acciona”)
and Embraer Aircraft Holding, Inc., Acciona has the right to
designate an individual to be appointed as a director of the
Company to fill Mr. Entrecanales’ vacancy. The Board is
currently evaluating an individual proposed by Acciona to fill such
vacancy. However, no decision has yet been made by the Board to
appoint such individual.
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.
EVE HOLDING, INC.
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Date:
December
22,
2022
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By:
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/s/ Gerard J.
DeMuro
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Name:
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Gerard J.
DeMuro
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Title:
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Co-Chief Executive
Officer
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