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UNITED STATES

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): July 22, 2024

 

 

SERVE ROBOTICS INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware   000-56237   85-3844872

(State or Other Jurisdiction

of Incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

730 Broadway

Redwood City, CA

  94063
(Address of Principal Executive Offices)   (Zip Code)

 

(818) 860-1352

(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   SERV   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 5.07. Submission of Matters to a Vote of Security Holders.

 

At the 2024 annual meeting of stockholders of Serve Robotics Inc. (the “Company”) held on July 22, 2024 (the “Annual Meeting”), the following proposals were submitted to the stockholders of the Company:

 

Proposal 1: The election of two directors to serve as Class I directors for a term of three years until the 2027 annual meeting of stockholders.

 

Proposal 2: The ratification of the selection of dbbmckennon as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

 

Proposal 3: The approval of an amendment of the Company’s 2023 Equity Incentive Plan to increase the aggregate number of shares authorized for issuance under the 2023 Equity Incentive Plan.

 

For more information about the foregoing proposals, see the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on June 7, 2024 (the “Proxy Statement”). Of the 37,098,653 shares of the Company’s common stock entitled to vote at the Annual Meeting, 25,611,008 shares, or approximately 69.03% were represented at the meeting in person or by proxy, constituting a quorum. The number of votes cast for, against or withheld, as well as abstentions and broker non-votes, if applicable, in respect of each such matter is set forth below:

 

Proposal 1: Election of Directors.

 

The Company’s stockholders elected the following directors to serve as a Class I directors until the 2027 annual meeting of stockholders. The votes regarding the election of directors were as follows:

 

Director  Votes For  Votes Against  Votes Abstaining  Broker
Non-Votes
Sarfraz Maredia  20,509,297  0  1,224,199  3,877,512
David Goldberg  21,230,199  0  503,297  3,877,512

 

Proposal 2: Ratification of dbbmckennon.

 

The Company’s stockholders ratified the selection of dbbmckennon as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The votes regarding this proposal were as follows:

 

Votes For  Votes Against  Votes Abstaining
25,113,740  1,786  495,482

 

Proposal 3: Amendment to the Company’s 2023 Equity Incentive Plan.

 

The Company’s stockholders approved an amendment to the Company’s 2023 Equity Incentive Plan to increase the aggregate number of shares authorized for issuance under the 2023 Equity Incentive Plan. The votes regarding this proposal were as follows:

 

Votes For  Votes Against  Votes Abstaining  Broker Non-Votes
20,299,422  924,915  509,159  3,877,512

 

1

 

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.

 

  Serve Robotics Inc.
   
Dated: July 24, 2024 /s/ Brian Read
  Brian Read
  Chief Financial Officer

 

2

 

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Jul. 22, 2024
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Document Type 8-K
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Document Period End Date Jul. 22, 2024
Entity File Number 000-56237
Entity Registrant Name SERVE ROBOTICS INC.
Entity Central Index Key 0001832483
Entity Tax Identification Number 85-3844872
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 730 Broadway
Entity Address, City or Town Redwood City
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94063
City Area Code 818
Local Phone Number 860-1352
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Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol SERV
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false

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