Aeva Technologies Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Director
On March 27, 2025, upon the recommendation from Aeva Technologies, Inc. (the “Company”) Nominating and Corporate Governance Committee, the board of directors of the Company (the “Board”) appointed Katherine Motlagh as a Class I director.
Ms. Motlagh has extensive financial, investment and telecommunications industry experience, having served as Chief Financial Officer ("CFO") of CyrusOne LLC (a global data center developer) and CFO of the Europe, Africa and Latin America regions at American Tower Corporation. Ms. Motlagh, in her early career, held divisional CFO roles as well as a variety of finance and accounting leadership roles at Ericsson, Inc., Nokia, Inc., and Nextel Communications, Inc. Ms. Motlagh presently serves on the board of directors of Crown Castle Inc, a Public REIT and provider of shared communication infrastructure, and on the Board of EVgo Inc., a public company owner and operator of public network of fast charging stations for EVs, where she is currently Chair of the audit committee.
The Board has determined that Ms. Motlagh is an independent director under the listing standards of The Nasdaq Stock Market. Ms. Motlagh was also named to serve on the Audit Committee of the Board.
As a non-employee director, Ms. Motlagh will be compensated for her service on the Board in accordance with the Company’s director compensation arrangements applicable to the Company’s non-employee directors, as more fully described in the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (“SEC”) on April 29, 2024. In accordance with those arrangements, Ms. Motlagh will receive a retainer of $50,000 per year for her service on the Board and an additional $10,000 cash retainer for her service on each committee of the Board. In addition, Ms. Motlagh will receive $150,000 annual restricted stock unit grant in connection with the annual meeting of stockholders, which will vest on the first anniversary of the grant date (subject to continued service) or upon a change of control of the Company.
There is no other arrangement or understanding between Ms. Motlagh and any other person pursuant to which Ms. Motlagh was selected as a member of the Board. In addition, there are no transactions in which Ms. Motlagh has an interest that are required to be disclosed under Item 404(a) of SEC Regulation S-K.
Departure of Director
Separately, on March 27, 2025, Erin L. Polek notified the Board of her decision to resign from the Board and all committees thereof, effective March 31, 2025. Ms. Polek’s decision to resign from the Board is due to personal reasons and not due to any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. The Company thanks Ms. Polek for her Board service.
Item 7.01 Regulation FD Disclosure.
The Company issued a press release on March 27, 2025, announcing the appointment of Katherine Motlagh to the Board. A copy of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 7.01 and Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, (the “Exchange Act”), 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 filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Description |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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 thereunto duly authorized.
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Aeva Technologies, Inc. |
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Date: |
March 27, 2025 |
By: |
/s/ Saurabh Sinha |
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Saurabh Sinha |