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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 23, 2024
POLAR
POWER, INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware |
|
001-37960 |
|
33-0479020 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
249
E. Gardena Boulevard, Gardena, California 90248
(Address
of Principal Executive Offices) (Zip Code)
(310)
830-9153
(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 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)) |
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 |
|
POLA |
|
The
NASDAQ Stock Market, LLC |
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
8.01 Other Events.
As
previously disclosed, on May 30, 2024, Polar Power, Inc. (the “Company”) received a letter from The Nasdaq Stock Market,
LLC (the “Nasdaq”) notifying the Company that, it had been granted an additional 180 days, or until November 18, 2024, to
regain compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2)
requires listed securities to maintain a minimum bid price of $1.00 per share (the “Bid Price Rule”).
On
November 18, 2024, the Company effected a 1:7 reverse stock split of its shares of common stock.
On
November 19, 2024, the Company received a new letter (the “Delisting Notice”) from Nasdaq notifying the Company that, as
a result of the Company’s failure to regain compliance with the Bid Price Rule by November 18, 2024, Nasdaq determined to delist
the Company’s common stock from the Nasdaq Capital Market. On November 26, 2024, the Company submitted a hearing request to a hearing
panel to appeal Nasdaq’s determination, and the hearing request stayed the suspension of the Company’s common stock. The
hearing was scheduled to occur on January 23, 2025.
On
December 23, 2024, the Company received a letter from Nasdaq informing the Company that the Company has regained
compliance with the Bid Price Rule and that the
Company is therefore in compliance with the Nasdaq’s listing requirements. Accordingly, the hearing is cancelled and the Company’s
securities will continue to be listed and traded on the Nasdaq Capital Market.
On
December 30, 2024, the Company issued a press release announcing that it has regained compliance with the Bid Price Rule. The
press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The
information set forth in Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth
by specific reference in such a filing.
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.
Date:
December 30, 2024
|
POLAR
POWER, INC. |
|
|
|
|
By: |
/s/
Arthur D. Sams |
|
|
Arthur
D. Sams President, Chief Executive Officer and Secretary |
Exhibit
99.1
Polar
Power Announces Receipt of Letter from Nasdaq Acknowledging Listing Compliance
GARDENA,
CA – December 30, 2024 – Polar Power, Inc. (NASDAQ: POLA) (“Polar Power”), a global provider of prime,
backup, solar hybrid power, and microgrid solutions, is pleased to announce that it has successfully regained compliance with the minimum
bid price requirement set forth by The Nasdaq Stock Market LLC (“Nasdaq”).
The
Company has received notification from Nasdaq confirming its compliance with Listing Rule 5550(a)(2), thereby meeting Nasdaq’s
maintenance requirements for listing. As a result, the scheduled hearing before the hearings panel on January 23, 2025 has been canceled.
Arthur
Sams, CEO and Chairman of Polar Power commented, “Maintaining our Nasdaq listing was important for the continued growth and stability
of the company, and we will continue to take corporate actions that are consistent with protecting and building value for our shareholders.”
About
Polar Power, Inc.
Polar
Power (NASDAQ: POLA), an innovative provider of DC advanced power and cooling systems across diverse industrial applications, is pioneering
technological changes that radically change the production, consumption, and environmental impact of power generation. Its product portfolio,
known for innovation, durability, and efficiency, presently includes standard products for telecom, military, renewable energy, marine,
automotive, residential, commercial, oil field and mining applications. Polar Power’s systems can be configured to operate on any
energy source including photovoltaics, diesel, LPG (propane and butane), and renewable fuels.
Polar
Power’s telecom power solutions offer significant cost savings with installation, permitting, site leases, and operation. Its military
solutions provide compact, lightweight, fuel efficient, reliable power solutions for robotics, drone, communications, hybrid propulsion,
and other applications.
Polar
Power’s mobile rapid battery charging technology enables on-demand roadside charging for electric vehicles. Its combined heat and
power (CHP) residential systems offer innovative vehicle charging and integrated home power systems via natural gas or propane feedstocks,
optimizing performance and system costs.
Polar
Power’s micro / nano grid solutions provide lower cost energy in “bad-grid or no-grid” environments. Its commitment
to technological advancement extends to hybrid propulsion systems for marine and specialty vehicles, ensuring efficiency, comfort, reliability,
and cost savings.
For
more information, please visit www.polarpower.com or follow Polar Power on www.linkedin.com/company/polar-power-inc/.
Safe
Harbor Statement Under the Private Securities Litigation Reform Act of 1995
This
news release contains certain statements of a forward-looking nature relating to future events or future business performance. Forward-looking
statements can be identified by the words “expects,” “anticipates,” “believes,” “intends,”
“estimates,” “plans,” “will,” “outlook” and similar expressions. Forward-looking statements
are based on management’s current plans, estimates, assumptions and projections, and speak only as of the date they are made. It
undertakes no obligation to update any forward-looking statement in light of new information or future events, except as otherwise required
by law. Forward-looking statements involve inherent risks and uncertainties, most of which are difficult to predict and are generally
beyond Polar Power’s control. Actual results or outcomes may differ materially from those implied by the forward-looking statements
as a result of the impact of a number of factors, many of which are discussed in more detail in Polar Power’s reports filed with
the Securities and Exchange Commission.
Investor
Relations Contact:
At
CORE IR
Peter
Seltzberg, SVP Investor Relations and Corporate Advisory
peters@coreir.com
At
Polar Power Inc.
IR@PolarPowerinc.com
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