Dragonfly Energy Holdings Corp. Files 8-K

TL;DR

DFLI filed an 8-K on 11/22/24, watch for changes to security holder rights and bylaws.

AI Summary

Dragonfly Energy Holdings Corp. filed an 8-K on November 22, 2024, reporting material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits. The company, formerly known as Chardan NexTech Acquisition 2 Corp., is incorporated in Nevada and its fiscal year ends on December 31.

Why It Matters

This 8-K filing indicates potential changes to Dragonfly Energy's corporate structure or security holder rights, which could impact investors and the company's operational framework.

Risk Assessment

Risk Level: medium — 8-K filings detailing modifications to rights or bylaws can signal significant corporate events that may affect stock value.

Key Players & Entities

• Dragonfly Energy Holdings Corp. (company) — Registrant
• Chardan NexTech Acquisition 2 Corp. (company) — Former Company Name
• November 22, 2024 (date) — Date of Report
• Nevada (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.0001 — ch registered Common stock, par value $0.0001 per share DFLI The Nasdaq Capital M

Filing Documents

• form8-k.htm (8-K) — 47KB
• ex3-1.htm (EX-3.1) — 3KB
• ex3-1_001.jpg (GRAPHIC) — 282KB
• ex3-1_002.jpg (GRAPHIC) — 566KB
• ex3-1_003.jpg (GRAPHIC) — 484KB
• ex3-1_004.jpg (GRAPHIC) — 417KB
• 0001493152-24-047295.txt ( ) — 2681KB
• dfli-20241122.xsd (EX-101.SCH) — 4KB
• dfli-20241122_def.xml (EX-101.DEF) — 29KB
• dfli-20241122_lab.xml (EX-101.LAB) — 36KB
• dfli-20241122_pre.xml (EX-101.PRE) — 26KB
• form8-k_htm.xml (XML) — 6KB

From the Filing

UNITED 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): November 22, 2024 DRAGONFLY ENERGY HOLDINGS CORP. (Exact name of registrant as specified in its charter) Nevada 001-40730 85-1873463 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 1190 Trademark Drive, #108 Reno , Nevada 89521 (Address of principal executive offices) (Zip Code) (775) 622-3448 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: 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 DFLI The Nasdaq Capital Market Redeemable warrants, exercisable for common stock DFLIW The Nasdaq Capital Market 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 3.03. Material Modification to Rights of Security Holders. The information contained in Item 5.03 below is incorporated by reference into this Item 3.03. Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On November 12, 2024, Dragonfly Energy Holdings Corp. (the " Company ") filed a Certificate of Amendment to the Company's Articles of Incorporation with the Secretary of State of the State of Nevada (the " Certificate of Amendment ") to be effected at 6:00 a.m. Eastern Time on November 22, 2024, a one-for-nine reverse stock split (the " Reverse Stock Split ") of the Company's issued and outstanding shares of common stock, par value $0.0001 per share (the " Common Stock "). In connection with the Reverse Stock Split, the CUSIP number for the Common Stock changed to 26145B 304. The Common Stock will begin trading on a Reverse Stock Split-adjusted basis when the market opens on November 22, 2024. The Common Stock will continue to be quoted on The Nasdaq Capital Market, under the existing ticker symbol "DFLI". As a result of the Reverse Stock Split, every nine shares of the Company's issued and outstanding Common Stock was converted into one share of Common Stock. The Reverse Stock Split affected all stockholders uniformly and did not alter any stockholder's percentage interest in the Company's equity, except to the extent that the Reverse Split would have resulted in some stockholders owning a fractional share. No fractional shares were issued in connection with the Reverse Stock Split. Any fractional shares resulting from the Reverse Stock Split were rounded up to the nearest whole number. The Reverse Stock Split did not change the par value of the Common Stock or the authorized number of shares of Common Stock. All outstanding securities entitling their holders to purchase shares of Common Stock or acquire shares of Common Stock, including stock options and warrants, were adjusted as a result of the Reverse Stock Split, as required by the terms of those securities. On November 11, 2024, the Board of Directors of the Company (the " Board ") approved the Reverse Stock Split at a ratio of one-for-nine (1:9) and the filing of the Certificate of Amendment, subject to stockholder approval of the Reverse Stock Split Proposal (as defined below). On November 12, 2024, at the Company's Annual Meeting of Stockholders, the Company's stockholders approved the proposal to authorize the Board, in its discretion at any time within one year after stockholder approval is obtained, to effect a reverse stock split of only the then-outstanding shares of Common Stock (with no change to the authorized capital stock of the Company), at a ratio of not less than one-for-five (1:5) and not greater than one-for-twenty (1:20), with the exact ratio to be determined by the Board and included in a pub

View Full Filing

View this 8-K filing on SEC EDGAR