Current Report Filing (8-k)
May 10 2022 - 5:08PM
Edgar (US Regulatory)
0001772720
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0001772720
2022-05-10
2022-05-10
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xbrli:shares
iso4217:USD
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): May 10, 2022
XL FLEET CORP.
(Exact name of registrant
as specified in its charter)
Delaware |
|
001-38971 |
|
83-4109918 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
145 Newton Street
Boston, MA |
|
02135 |
(Address of principal executive offices) |
|
(Zip Code) |
(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:
| ☐ | Written
communications pursuant to Rule 425 under the Securities Act |
| ☐ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act |
| ☐ | Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act |
| ☐ | Pre-commencement communications
pursuant to Rule 13e-4(c) under 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, par value $0.0001 per share |
|
XL |
|
New York Stock Exchange |
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 2.02. |
Results of Operations and Financial Condition. |
On May 10, 2022, the
Company issued a press release announcing certain of the Company’s preliminary unaudited financial results for the first quarter
ended March 31, 2022. A copy of the press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information contained
in Item 2.02 of this report, and the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for
any purpose and shall not be deemed incorporated by reference in any document whether or not filed under the Securities Act of 1933, as
amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such document.
Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) Named Executive Officer Resignation
James Berklas, a named
executive officer, has resigned from his position as the Company’s General Counsel and Vice President of Corporate Development to
pursue other interests. Mr. Berklas will continue to support the Company during an appropriate transition period. His resignation
was accepted by the Company’s board of directors, effective as of May 15, 2022, and not the result of any disagreement with the
Company on any matter relating to its operations, policies or practices. The Board has appointed Stacey Constas, formerly Associate General
Counsel, as General Counsel, effective May 15, 2022.
Item 9.01. Financial Statements and
Exhibits.
Exhibit
Number |
|
Description |
99.1 |
|
Press Release. |
|
|
|
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
|
XL FLEET CORP. |
|
|
|
Date: May 10, 2022 |
By: |
/s/ Stacey Constas |
|
Name: |
Stacey Constas |
|
Title: |
Associate General Counsel |
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