Mullen Automotive Files 8-K with Equity Sales and Officer Changes
Ticker: BINI · Form: 8-K · Filed: Sep 13, 2024 · CIK: 1499961
Sentiment: neutral
Topics: equity-sale, corporate-governance, filing-update
Related Tickers: MULN
TL;DR
MULN filed an 8-K detailing equity sales, board changes, and upcoming shareholder votes.
AI Summary
Mullen Automotive Inc. filed an 8-K on September 13, 2024, reporting on several key events. These include unregistered sales of equity securities, changes in directors and officers, submission of matters to a vote of security holders, and other events. The filing also includes financial statements and exhibits.
Why It Matters
This filing provides crucial updates on Mullen Automotive's financial activities and corporate governance, which could impact investor decisions and the company's operational direction.
Risk Assessment
Risk Level: medium — The filing mentions unregistered sales of equity securities, which can sometimes indicate financial pressure or dilution for existing shareholders.
Key Players & Entities
- MULLEN AUTOMOTIVE INC. (company) — Filer
- Net Element, Inc. (company) — Former Company Name
- Net Element International, Inc. (company) — Former Company Name
- Cazador Acquisition Corp Ltd. (company) — Former Company Name
FAQ
What specific type of equity securities were sold unregistered?
The filing indicates "Unregistered Sales of Equity Securities" as an item of disclosure but does not specify the exact type of securities in the provided text.
What were the key changes in directors or officers reported?
The filing lists "Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers" as an item, but the specific details of these changes are not in the provided text.
What matters were submitted to a vote of security holders?
The filing notes "Submission of Matters to a Vote of Security Holders" as an item, but the specific proposals are not detailed in the provided text.
When was this 8-K filing submitted to the SEC?
The filing was submitted on September 13, 2024.
What is Mullen Automotive Inc.'s Standard Industrial Classification code?
Mullen Automotive Inc.'s SIC code is 3711, which corresponds to MOTOR VEHICLES & PASSENGER CAR BODIES.
Filing Stats: 1,512 words · 6 min read · ~5 pages · Grade level 12.1 · Accepted 2024-09-13 17:15:19
Key Financial Figures
- $0.001 M — ch registered Common Stock, par value $0.001 MULN The Nasdaq Stock Market, LLC (Nasd
- $0.001 — er of shares of common stock, par value $0.001 per share, of the Company (the " Common
Filing Documents
- mullenautomotive_8k.htm (8-K) — 60KB
- mullenautomotive_ex10-1.htm (EX-10.1) — 7KB
- 0001829126-24-006279.txt ( ) — 283KB
- muln-20240909.xsd (EX-101.SCH) — 4KB
- muln-20240909_def.xml (EX-101.DEF) — 26KB
- muln-20240909_lab.xml (EX-101.LAB) — 36KB
- muln-20240909_pre.xml (EX-101.PRE) — 25KB
- mullenautomotive_8k_htm.xml (XML) — 5KB
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities. On September 12, 2024, pursuant to the common stock purchase agreement dated May 21, 2024 (the " Purchase Agreement ") between Esousa Holdings LLC (the " Investor ") and Mullen Automotive Inc. (the " Company "), as previously reported in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the " SEC ") on May 24, 2024, the Company issued 4,691,050 shares of common stock to the Investor as "Commitment Shares." The issuance was exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the " Securities Act "). The Investor represented to the Company, among other things, that it was an "accredited investor" (as such term is defined in Rule 501(a) of Regulation D under the Securities Act).
02
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Amendment to 2022 Equity Incentive Plan On September 9, 2024, at the Special Meeting of Stockholders (the " Special Meeting ") of the Company, the Company's stockholders approved an amendment (the " Amendment ") to the Company's 2022 Equity Incentive Plan (the " 2022 Plan "). The Amendment increased the maximum aggregate number of shares of common stock, par value $0.001 per share, of the Company (the " Common Stock "), and stock equivalents available for the grant of awards under the 2022 Plan by an additional 11,000,000 shares (not subject to adjustment for any decrease or increase in the number shares of Common Stock resulting from a stock split, reverse stock split, recapitalization, combination, reclassification, the payment of a stock dividend on the Common Stock or any other decrease in the number of such shares of Common Stock effected without receipt of consideration by the Company). Additional details about the Amendment is set forth in the Company's Definitive Proxy Statement on Schedule 14A, as filed with the SEC on August 20, 2024 (the " Proxy Statement "), and is incorporated herein by reference. The foregoing description is qualified in its entirety by the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference. Item 5.07. Submission of Matters to a Vote of Security Holders. On September 9, 2024, the Company held its Special Meeting. As of August 15, 2024, the record date for the Special Meeting (the " Record Date "), there were issued and outstanding 67,824,221 shares of Common Stock, 648 shares of Series A Preferred Stock and 458 shares of Series C Preferred Stock, entitled to vote at the Special Meeting. There are no shares of Series B Preferred Stock or Series E Preferred Stock outstanding and the shar
01. Other Events
Item 8.01. Other Events. As of September 13, 2024, a total of 179,424,508 shares of the Company's common stock, par value $0.001 per share, were issued and outstanding. Item 9.01. Financial (d) Exhibits. Exhibit No. Description 10.1 Amendment to 2022 Equity Incentive Plan dated September 9, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2
SIGNATURES
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. MULLEN AUTOMOTIVE INC. Date: September 13, 2024 By: /s/ David Michery David Michery Chief Executive Officer 3