Twin Vee PowerCats to Reincorporate in Nevada, Elect Directors
Ticker: VEEE · Form: DEF 14A · Filed: Oct 23, 2025 · CIK: 1855509
| Field | Detail |
|---|---|
| Company | Twin Vee Powercats, Co. (VEEE) |
| Form Type | DEF 14A |
| Filed Date | Oct 23, 2025 |
| Risk Level | medium |
| Pages | 17 |
| Reading Time | 20 min |
| Key Dollar Amounts | $0.001 |
| Sentiment | mixed |
Sentiment: mixed
Topics: Proxy Statement, Corporate Governance, Shareholder Meeting, Reincorporation, Director Election, Auditor Ratification, SEC Filings
Related Tickers: VEEE
TL;DR
**VEEE is making a big move to Nevada, signaling a potential shift in corporate strategy that investors need to watch closely.**
AI Summary
Twin Vee PowerCats Co. (VEEE) is holding its 2025 Annual Meeting on December 4, 2025, at its Fort Pierce, Florida offices. Stockholders will vote on three key proposals: the election of two Class I directors for three-year terms expiring in 2028, the ratification of Grassi & Co., CPAs, P.C. as the independent registered public accounting firm for the fiscal year ending December 31, 2025, and a significant proposal to reincorporate the company from Delaware to Nevada. The Board of Directors strongly recommends voting 'FOR' all proposals. As of the October 15, 2025 record date, there were 2,237,299 shares of common stock outstanding and entitled to vote. The company is utilizing SEC Rule 14a-16 to furnish proxy materials online, aiming to reduce environmental impact and distribution costs. The 2024 Annual Report on Form 10-K, while not part of the proxy solicitation, is available alongside the proxy materials.
Why It Matters
This DEF 14A filing signals a potential strategic shift for Twin Vee PowerCats, with the proposed reincorporation from Delaware to Nevada. This move could impact the company's legal and regulatory framework, potentially offering different corporate governance or tax advantages that investors should scrutinize. For employees and customers, a reincorporation might not have immediate direct effects, but it reflects a management decision to optimize the company's structure. In the competitive marine industry, such a change could be part of a broader strategy to enhance operational efficiency or attract specific types of investment, influencing VEEE's long-term market position.
Risk Assessment
Risk Level: medium — The proposed reincorporation from Delaware to Nevada introduces a medium risk level due to potential changes in corporate governance, legal jurisdiction, and regulatory environment. While the filing doesn't detail the specific reasons or financial implications, such a move can have unforeseen costs and complexities, impacting shareholder rights or operational flexibility. The lack of detailed rationale in this preliminary filing warrants careful consideration.
Analyst Insight
Investors should vote 'FOR' the director nominees and auditor ratification, but critically evaluate the Nevada Reincorporation Proposal. Seek additional information from Twin Vee regarding the strategic and financial rationale behind the reincorporation to understand its potential impact on shareholder value and governance.
Key Numbers
- 2025-12-04 — Annual Meeting Date (Date of the 2025 Annual Meeting of Stockholders)
- 2025-10-15 — Record Date (Date for determining stockholders entitled to vote at the 2025 Annual Meeting)
- 2,237,299 — Shares Outstanding (Number of common stock shares outstanding and entitled to vote as of the Record Date)
- 2 — Class I Directors (Number of Class I directors to be elected for a three-year term)
- 2028 — Director Term Expiration (Year the elected Class I directors' terms will expire)
- $0.001 — Par Value per Share (Par value of Twin Vee PowerCats Co. common stock)
Key Players & Entities
- Twin Vee PowerCats Co. (company) — Registrant and issuer of common stock
- Joseph C. Visconti (person) — Chief Executive Officer of Twin Vee PowerCats Co.
- Grassi & Co., CPAs, P.C. (company) — Independent registered public accounting firm for Twin Vee PowerCats Co.
- SEC (regulator) — U.S. Securities and Exchange Commission
- Delaware (regulator) — Current state of incorporation for Twin Vee PowerCats Co.
- Nevada (regulator) — Proposed state of reincorporation for Twin Vee PowerCats Co.
- Interwest Transfer Company, Inc. (company) — Twin Vee PowerCats Co.'s transfer agent
- NYSE (regulator) — New York Stock Exchange, defining routine vs. non-routine matters
FAQ
What are the key proposals for Twin Vee PowerCats' 2025 Annual Meeting?
The key proposals for Twin Vee PowerCats' 2025 Annual Meeting are the election of two Class I directors, the ratification of Grassi & Co., CPAs, P.C. as the independent registered public accounting firm for fiscal year 2025, and the approval of the reincorporation from Delaware to Nevada.
When and where is the Twin Vee PowerCats 2025 Annual Meeting being held?
The Twin Vee PowerCats 2025 Annual Meeting will be held on Thursday, December 4, 2025, at 10:00 a.m. Eastern Time, at the company's offices located at 3101 S US Hwy 1, Fort Pierce, Florida 34982.
What is the record date for voting at the Twin Vee PowerCats 2025 Annual Meeting?
The record date for determining stockholders entitled to notice of and to vote at the Twin Vee PowerCats 2025 Annual Meeting is the close of business on October 15, 2025.
How many shares of Twin Vee PowerCats common stock were outstanding on the record date?
On the record date of October 15, 2025, there were 2,237,299 shares of Twin Vee PowerCats common stock outstanding and entitled to vote at the 2025 Annual Meeting.
What is the significance of Twin Vee PowerCats reincorporating from Delaware to Nevada?
The reincorporation of Twin Vee PowerCats from Delaware to Nevada could signify a strategic move to potentially benefit from different corporate laws, regulatory environments, or tax structures in Nevada. This change may impact corporate governance and shareholder rights, warranting investor attention.
Who is the independent registered public accounting firm for Twin Vee PowerCats for fiscal year 2025?
Grassi & Co., CPAs, P.C. has been appointed as the independent registered public accounting firm for Twin Vee PowerCats for its fiscal year ending on December 31, 2025, and stockholders are asked to ratify this appointment.
How does the Twin Vee PowerCats Board of Directors recommend voting on the proposals?
The Twin Vee PowerCats Board of Directors recommends that stockholders vote 'FOR' the two nominees for Class I director, 'FOR' the ratification of Grassi & Co., CPAs, P.C., and 'FOR' the reincorporation from Delaware to Nevada.
What happens if a beneficial owner does not instruct their broker on how to vote for Twin Vee PowerCats' non-routine matters?
If a beneficial owner does not instruct their broker on how to vote for non-routine matters, such as the election of directors (Proposal 1), the broker will not be able to vote those shares, resulting in a 'broker non-vote.' However, brokers may vote on routine matters like auditor ratification (Proposal 2) without instructions.
Can Twin Vee PowerCats stockholders change their vote after submitting a proxy?
Yes, Twin Vee PowerCats stockholders can change their vote or revoke their proxy at any time before the final vote at the 2025 Annual Meeting by notifying the Corporate Secretary in writing, submitting a later-dated proxy, or attending the meeting and voting in person.
What is the purpose of Twin Vee PowerCats using internet availability for proxy materials?
Twin Vee PowerCats is utilizing an SEC rule to furnish proxy materials over the internet to reduce its environmental impact and lower the costs associated with printing and distributing proxy materials, while ensuring timely access to information for stockholders.
Industry Context
Twin Vee PowerCats Co. operates in the recreational boat manufacturing industry, specifically focusing on power catamarans. This sector is influenced by consumer discretionary spending, economic conditions, and consumer confidence. Competition includes other boat manufacturers offering various types of vessels. Trends may include demand for fuel-efficient designs, technological advancements in marine electronics, and evolving consumer preferences for boating experiences.
Regulatory Implications
The proposed reincorporation from Delaware to Nevada could have implications for corporate governance, legal frameworks, and potentially tax structures. Companies often reincorporate to leverage more favorable corporate laws or tax environments. Stockholders should consider how this change might affect their rights and the company's operational and financial reporting requirements.
What Investors Should Do
- Vote on the three proposals presented at the 2025 Annual Meeting.
- Review the proxy materials carefully, including the reasons for the proposed reincorporation.
- Submit your proxy even if you cannot attend the meeting.
Key Dates
- 2025-12-04: 2025 Annual Meeting of Stockholders — Stockholders will vote on director elections, ratification of auditors, and reincorporation proposal.
- 2025-10-15: Record Date — Determines which stockholders are entitled to vote at the 2025 Annual Meeting.
- 2025-10-23: Distribution of Proxy Materials — Proxy materials, including the proxy statement and 2024 Annual Report, are made available to stockholders.
Glossary
- DEF 14A
- A definitive proxy statement filed with the SEC by a company, providing detailed information to shareholders before a shareholder meeting. (This document contains the information presented for the 2025 Annual Meeting of Stockholders.)
- Class I directors
- Directors who are elected for a specific term, in this case, three-year terms. (Two Class I directors are up for election at the 2025 Annual Meeting.)
- Independent registered public accounting firm
- An external audit firm that is independent of the company and registered with the PCAOB, responsible for auditing the company's financial statements. (Grassi & Co., CPAs, P.C. is proposed for ratification as the auditor for the fiscal year ending December 31, 2025.)
- Reincorporation
- The process of changing a company's legal state of incorporation, in this case, from Delaware to Nevada. (A key proposal at the meeting is the reincorporation of Twin Vee PowerCats Co. from Delaware to Nevada.)
- Proxy
- A document that authorizes another person to act on behalf of the shareholder, typically to vote their shares at a meeting. (Stockholders are urged to submit a proxy if they cannot attend the meeting to ensure their vote is counted.)
- Street name
- When shares are held in an account by a broker or bank on behalf of the beneficial owner, rather than directly registered in the owner's name. (Explains how beneficial owners can vote their shares held through intermediaries.)
Year-Over-Year Comparison
This filing is a proxy statement for the 2025 Annual Meeting, soliciting votes on director elections, auditor ratification, and a significant reincorporation proposal. It references the 2024 Annual Report on Form 10-K for fiscal year ending December 31, 2024, which is available but not part of the proxy solicitation. Specific financial comparisons to the prior year's filing are not detailed within this proxy statement itself, as its primary focus is on the upcoming meeting's agenda and proposals.
Filing Stats: 5,032 words · 20 min read · ~17 pages · Grade level 11.8 · Accepted 2025-10-23 08:13:44
Key Financial Figures
- $0.001 — s to holders of shares of common stock, $0.001 par value per share, of Twin Vee PowerC
Filing Documents
- e6971_def14a.htm (DEF 14A) — 801KB
- image_001.jpg (GRAPHIC) — 5KB
- image_002.jpg (GRAPHIC) — 186KB
- image_003.jpg (GRAPHIC) — 184KB
- 0001731122-25-001427.txt ( ) — 1319KB
From the Filing
DEF 14A 1 e6971_def14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to Section 240.14a-12 TWIN VEE POWERCATS CO. (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. 1 3101 S US Hwy 1 Fort Pierce, Florida 34982 October 23, 2025 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To the Stockholders of Twin Vee PowerCats Co.: You are cordially invited to attend the 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”) of Twin Vee PowerCats Co., a Delaware corporation (“Twin Vee” or the “Company”). The meeting will be held on Thursday, December 4, 2025 at 10:00 a.m. Eastern Time at the offices of Twin Vee, 3101 S US Hwy 1, Fort Pierce, Florida 34982, for the following purposes: (1) to elect the two (2) nominees for Class I director named in the accompanying proxy statement to our Board of Directors, each to serve a three-year term expiring at the 2028 Annual Meeting or until such director’s successor is duly elected and qualified; (2) to ratify the appointment of Grassi & Co., CPAs, P.C. as our independent registered public accounting firm for our fiscal year ending on December 31, 2025; (3) to approve the reincorporation of us from the State of Delaware to the State of Nevada by conversion (the “Nevada Reincorporation Proposal”); and (4) to transact such other business as may properly come before the 2025 Annual Meeting or any adjournments or postponements of the 2025 Annual Meeting. The matters listed in this notice of meeting are described in detail in the accompanying Proxy Statement. The Board of Directors has fixed the close of business on October 15, 2025 as the record date (the “Record Date”) for determining those stockholders who are entitled to notice of and to vote at the 2025 Annual Meeting or any adjournment or postponement thereof. Only stockholders or their proxy holders and Twin Vee guests may attend the meeting. The list of the stockholders of record as of the Record Date will be made available for inspection during the ten days preceding the meeting at the Company’s offices located at 3101 S US Hwy 1, Fort Pierce, Florida 34982. We are utilizing a U.S. Securities and Exchange Commission Rule that allows companies to furnish their proxy materials over the Internet rather than in paper form. We believe that this delivery process will reduce our environmental impact and over time lower the costs of printing and distributing our proxy materials. We believe that we can achieve these benefits with no impact on our stockholders’ timely access to this important information. If you have received a Notice of Internet Availability of Proxy Materials and you would prefer to receive proxy materials (including a proxy card) in printed form by mail or electronically by email, please follow the instructions contained in the Notice of Internet Availability of Proxy Materials. On behalf of the Board of Directors and the employees of Twin Vee PowerCats Co. we thank you for your continued support and look forward to speaking with you at the 2025 Annual Meeting. /s/ Joseph C. Visconti October 23, 2025 Joseph C. Visconti, Chief Executive Officer 2 Your vote is important. You are urged to attend the 2025 Annual Meeting in person, but if you are unable to do so, the Twin Vee Board of Directors would appreciate you submitting a proxy to have your shares votes as promptly as possible by using the internet or by returning by mail the enclosed proxy card, dated and signed . Twin Vee PowerCats Co. 3101 S. U.S. Highway 1 Fort Pierce, Florida 34982 (772) 429-2525 3 3101 S US Hwy 1 Fort Pierce, Florida 34982 PROXY STATEMENT For the 2025 Annual Meeting of Stockholders to be held on December 4, 2025 GENERAL INFORMATION We are providing these proxy materials to holders of shares of common stock, $0.001 par value per share, of Twin Vee PowerCats Co., a Delaware corporation (including its consolidated subsidiaries, referred to herein as “Twin Vee,” the “Company,” “we,” or “us”), in connection with the solicitation by the Board of Directors of Twin Vee (the “Board of Directors”) of proxies to be voted at our 20