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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): November 5, 2024
HYLIION HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
Delaware001-3882383-2538002
(State or Other Jurisdiction
of Incorporation)		(Commission File Number)(I.R.S. Employer
Identification No.)
1202 BMC Drive, Suite 100
Cedar Park,TX
78613
(Address of principal executive offices)(Zip Code)
(833) 495-4466
(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 obligations of the registrant under any of the following provisions:
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    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 classTrading symbol(s)Name of each exchange on which registered
Common Stock, $0.0001 par value per shareHYLNNew York Stock Exchange
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 3.01    Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

(d)

On November 5, 2024, the Board of Directors of Hyliion Holdings Corp. (the “Company”)authorized the Company to voluntarily withdraw the principal listing of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) from the New York Stock Exchange (“NYSE”) and transfer the Company’s common stock listing to the NYSE American stock exchange. The Company expects that listing and trading of its common stock on NYSE will end at market close on November 8, 2024, and that trading will begin on NYSE American at market open on November 11, 2024.

The Common Stock has been approved for listing on NYSE American, where it will continue to trade under the stock symbol “HYLN.”
Item 7.01    Regulation FD Disclosure.

The Company issued the press release attached hereto as Exhibit 99.1 in connection with the transfer of the principal listing of the Common Stock to NYSE American.

The information in Items 7.01 and 9.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
Item 9.01    Financial Statements and Exhibits.
(d)Exhibits
Exhibit No.Description
  
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned hereunto duly authorized.
 HYLIION HOLDINGS CORP.
   
 By:/s/ Thomas Healy
Date:November 5, 2024 Thomas Healy
  Chief Executive Officer

Exhibit 99.1

Hyliion Holdings Corp. Announces Transfer of Stock Listing to NYSE American

AUSTIN, Texas – November 5, 2024 – Hyliion Holdings Corp. (NYSE: HYLN) (“Hyliion”), a developer of sustainable electricity-producing technology, today announced that it will transfer its stock exchange listing from the New York Stock Exchange (NYSE) to the NYSE American exchange. The transition is expected to be effective following market close on November 8, 2024, with trading as an NYSE American-listed security beginning on November 11, 2024. Hyliion will continue to trade under its existing ticker symbol, “HYLN.”

"We are pleased to extend our relationship within the NYSE family of exchanges by joining the NYSE American," said Thomas Healy, Founder and CEO of Hyliion. "This move aligns with our strategic goals, allowing us to access the tailored benefits offered to NYSE American-listed companies while maintaining the strength of our existing investor base.”

The proactive decision to list on NYSE American provides Hyliion with a number of advantages, including improved cost efficiency and targeted support for companies at Hyliion’s current growth stage. The NYSE American exchange offers a specialized platform that supports innovation-focused enterprises and early-stage companies with reduced listing fees and regulatory flexibility, helping Hyliion to allocate more resources toward its product commercialization and further technology development.

This transition is expected to have no material impact on shareholder ability to trade or transfer stock, ensuring continuity and liquidity for current and prospective investors.

About Hyliion
Hyliion is committed to creating innovative solutions that enable clean, flexible and affordable electricity production. The Company’s primary focus is to provide distributed power generators that can operate on various fuel sources to future-proof against an ever-changing energy economy. Headquartered in Austin, Texas, and with research and development in Cincinnati, Ohio, Hyliion is initially targeting the commercial and waste management industries with a locally deployable generator that can offer prime power as well as energy arbitrage opportunities. Beyond stationary power, Hyliion will address mobile applications such as vehicles and marine. The Company aims to offer innovative, yet practical solutions that contribute positively to the environment in the energy economy. For further information, please visit www.hyliion.com.

Forward Looking Statements
The information in this press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding Hyliion and its future financial and operational performance, as well as its strategy, future operations, estimated financial position, estimated revenues, and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, including any oral statements made in connection therewith, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other 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 management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Hyliion expressly disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements herein, to reflect events or circumstances after the date of this press release. Hyliion cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Hyliion. These risks include, but are not limited to, our status as an early stage Company with a history of losses; our expectation of incurring significant expenses and continuing losses for the foreseeable future; our ability to develop key commercial relationships with suppliers and customers; our ability to retain the services of Thomas Healy, our Chief Executive Officer; the expected performance of the KARNO generator and system; the execution of the strategic shift from our powertrain business to our KARNO business, and the other risks and uncertainties described under the heading “Risk Factors” in our SEC filings including in our Annual Report (See Item 1A. Risk Factors) on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 13, 2024 for the year ended December

Exhibit 99.1
31, 2023. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact Hyliion’s operations and projections can be found in its filings with the SEC. Hyliion’s SEC Filings are available publicly on the SEC’s website at www.sec.gov, and readers are urged to carefully review and consider the various disclosures made in such filings.

Contacts
Hyliion Holdings Corp.
press@hyliion.com
Investor Relations
ir@hyliion.com


v3.24.3
Cover
Nov. 05, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Nov. 05, 2024
Entity Registrant Name HYLIION HOLDINGS CORP.
Entity Incorporation, State or Country Code DE
Entity File Number 001-38823
Entity Tax Identification Number 83-2538002
Entity Address, Address Line One 1202 BMC Drive,
Entity Address, Address Line Two Suite 100
Entity Address, City or Town Cedar Park,
Entity Address, State or Province TX
Entity Address, Postal Zip Code 78613
City Area Code 833
Local Phone Number 495-4466
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.0001 par value per share
Trading Symbol HYLN
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001759631
Amendment Flag false
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