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
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Date of Report (Date of earliest event reported): May 8, 2025 |
PureCycle Technologies, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
001-40234 |
86-2293091 |
(State or other jurisdiction
of incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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20 North Orange Avenue, Suite 106 |
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Orlando, Florida |
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32801 |
(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code: 877 648-3565 |
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:
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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)) |
Securities registered pursuant to Section 12(b) of the Act:
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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 $0.001 per share |
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PCT |
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The Nasdaq Stock Market LLC |
Warrants, each exercisable for one share of common stock, $0.001 par value per share, at an exercise price of $11.50 per share |
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PCTTW |
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The Nasdaq Stock Market LLC |
Units, each consisting of one share of common stock, $0.001 par value per share, and three quarters of one warrant |
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PCTTU |
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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 5.07 Submission of Matters to a Vote of Security Holders.
PureCycle Technologies, Inc.’s (“Company”) held its Annual Meeting of Shareholders on Thursday, May 8, 2025, during which the following matters were submitted to a vote of the shareholders, with the voting results listed below. The proposals related to each matter are described in detail in the Company’s definitive proxy statement for the annual meeting, which was filed with the U.S. Securities and Exchange Commission on March 28, 2025 (the “Proxy Statement”).
Proposal 1 – Elect the eight directors recommended by the Company’s Nominating and Corporate Governance Committee, approved by the Company’s Board of Directors, and named in the Proxy Statement:
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Name of Nominee |
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Votes For |
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Votes Against |
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Abstain |
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Broker Non Vote |
Steven Bouck |
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81,753,623 |
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1,028,418 |
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57,784 |
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32,465,391 |
Tanya Burnell |
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79,850,835 |
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2,475,993 |
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512,997 |
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32,465,391 |
Daniel Coombs |
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77,981,717 |
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4,810,425 |
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47,683 |
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32,465,391 |
Jeffrey Fieler |
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78,794,505 |
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3,885,162 |
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160,158 |
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32,465,391 |
Daniel Gibson |
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80,423,394 |
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2,350,897 |
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65,534 |
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32,465,391 |
Allen Jacoby |
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77,657,242 |
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5,023,948 |
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158,635 |
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32,465,391 |
Fernando Musa |
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79,705,822 |
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2,619,135 |
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514,868 |
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32,465,391 |
Dustin Olson |
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81,613,334 |
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1,064,652 |
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161,839 |
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32,465,391 |
Proposal 2 – Ratify the appointment of Grant Thornton, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
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Votes For |
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Votes Against |
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Abstain |
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Broker Non Vote |
114,450,114 |
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694,328 |
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160,774 |
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0 |
Proposal 3 – Approve, on an advisory basis, the Company’s named executive officer compensation.
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Votes For |
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Votes Against |
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Abstain |
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Broker Non Vote |
81,111,280 |
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1,478,674 |
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249,871 |
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32,465,391 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Set forth below is a list of Exhibits included as part of this Current Report.
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Exhibit Number |
Description of Exhibit |
104 |
The cover page from this Current Report on Form 8-K, formatted as Inline XBRL |
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.
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PureCycle Technologies, Inc. |
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Date: |
May 12, 2025 |
By: |
/s/ Brad Kalter |
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Brad Kalter, General Counsel & Corporate Secretary |