FEAM Files 8-K on Shareholder Vote Matters & Reg FD Disclosure

TL;DR

**FEAM just dropped an 8-K about shareholder votes and Reg FD, signaling key corporate updates are coming.**

AI Summary

5E Advanced Materials, Inc. (FEAM) filed an 8-K on January 12, 2024, to report a 'Submission of Matters to a Vote of Security Holders' and 'Regulation FD Disclosure.' This filing indicates that the company is providing information to its shareholders regarding items that were or will be voted upon, and also making public any material non-public information to comply with fair disclosure rules. For investors, this matters because it signals transparency and provides insight into key corporate governance decisions or material developments that could impact the stock's future performance.

Why It Matters

This filing indicates 5E Advanced Materials is communicating important corporate governance decisions or material information to its shareholders, which can influence investor confidence and future stock valuation.

Risk Assessment

Risk Level: low — This 8-K is a procedural filing indicating disclosure of information, not an event that inherently carries high risk.

Analyst Insight

A smart investor would monitor subsequent filings or company announcements for the specific details of the 'Matters to a Vote of Security Holders' and the content of the 'Regulation FD Disclosure' to understand their potential impact on the company's operations and financial health.

Key Players & Entities

• 5E Advanced Materials, Inc. (company) — the registrant filing the 8-K
• FEAM (company) — the trading symbol for 5E Advanced Materials, Inc.
• January 12, 2024 (date) — the date of the earliest event reported in the 8-K
• Delaware (company) — state of incorporation for 5E Advanced Materials, Inc.
• The Nasdaq Global Select Market (company) — exchange where FEAM Common Stock is registered

FAQ

Key Financial Figures

• $0.01 — rized shares of common stock, par value $0.01 per share (the “ Common Stock&#x
• $35 million — l ”); 2. The issuance of up to $35 million of the Company’s Common Stock at
• $1.025 — ;s Common Stock at a price per share of $1.025 (the “ Securities Offering &#x20

Filing Documents

• feam-20240112.htm (8-K) — 68KB
• feam-ex99_1.htm (EX-99.1) — 15KB
• img180512602_0.jpg (GRAPHIC) — 5KB
• 0000950170-24-004389.txt ( ) — 208KB
• feam-20240112.xsd (EX-101.SCH) — 24KB
• feam-20240112_htm.xml (XML) — 5KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On January 12, 2024, 5E Advanced Materials, Inc. (the “ Company” ) held a Special Meeting of Stockholders (the “ Special Meeting” ) where the following matters were voted upon and approved by the Company’s stockholders: 1. An amendment to the Company’s certificate of incorporation to increase the number of authorized shares of common stock, par value $0.01 per share (the “ Common Stock” ) from 180,000,000 to 360,000,000 (the “ Charter Amendment Proposal ”); 2. The issuance of up to $35 million of the Company’s Common Stock at a price per share of $1.025 (the “ Securities Offering ”) to Ascend Global Investment Fund SPC for and on behalf of Strategic SP and 5ECAP LLC (the “ New Investors” ) and Bluescape Special Situations IV LLC (“ Bluescape” ) if it exercises its option to participate in the Securities Offering (the “ Securities Offering Proposal ”); and 3. The issuance of additional shares of the Company’s Common Stock upon conversion of the Company’s outstanding senior secured convertible notes in connection and with an amendment to such convertible notes (the “ Convertible Notes Proposal ”). As noted in the proxy statement for the Special Meeting, under the rules of the ASX, the Company disregarded votes cast in favor of certain proposals for those shareholders who may have had an interest in the outcome thereof, which voting exclusions impacted the final voting results reflected below. The following is a summary of the voting results for each matter presented to the Company’s stockholders: FOR AGAINST ABSTAIN 1. Approval of the Charter Amendment Proposal 27,637,230 99,416 14,549 FOR AGAINST ABSTAIN 2. Approval of the Securities Offering Proposal 26,703,415 61,054 19,425 FOR AGAINST ABSTAIN

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On January 12, 2024, the Company issued a press release regarding the results of the Special Meeting (the “ Special Meeting Press Release ”), a copy of which is attached hereto as Exhibit 99.1. The information contained in this Item 7.01 and in Exhibit 99.1 attached hereto is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and 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.

Forward-Looking Statements

Forward-Looking Statements The information in this Form 8-K and the attached Special Meeting Press Release include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. All statements other than statements of historical fact included in the Special Meeting Press Release and Form 8-K regarding our business strategy, plans, goal, and objectives are forward-looking statements. When used in the Special Meeting Press Release and this Form 8-K, the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “budget,” “target,” “aim,” “strategy,” “plan,” “guidance,” “outlook,” “intent,” “may,” “should,” “could,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on 5E’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. We caution you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond our control, incident to the extraction of the critical materials we intend to produce and advanced materials production and development. These risks include, but are not limited to: our limited operating history in the borates and lithium industries and no revenue from our proposed extraction operations at our properties; our need for substantial additional financing to execute o

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. The following exhibits are being filed herewith: Exhibit Number Description 99.1 Special Meeting Press Release, dated January 12, 2024 104 Cover Page Interactive Data File (embedded with the Inline XBRL document)

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. 5E Advanced Materials, Inc. Date: January 16, 2024 By: /s/ Susan Brennan Susan Brennan President, Chief Executive Officer, and Director

View Full Filing

View this 8-K filing on SEC EDGAR