Attached files
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| EX-99.99 - 6D Global Technologies, Inc | v205982_ex99-99.htm |
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): December 16, 2010
CLEANTECH INNOVATIONS,
INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-53511
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98-0516425
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(State
or other Jurisdiction of
Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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C District, Maoshan Industry
Park,
Tieling Economic Development
Zone,
Tieling, Liaoning Province,
China
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112616
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (86)
0410-6129922
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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(d) On
December 16, 2010, the Board of Directors of CleanTech Innovations, Inc. voted
to (i) increase the size of the Board of Directors to six and (ii) appoint
Joseph S. Rizzello as a member of the Board of Directors and as a member of the
Audit Committee, Compensation Committee and Nominating and Corporate Governance
Committee effective immediately. The Board of Directors has determined that Mr.
Rizzello is an independent director pursuant to the NASDAQ Stock Market listed
company standards and the independence standards set forth in our corporate
governance guidelines.
There are
no arrangements or understandings between Mr. Rizzello and any other persons
pursuant to which Mr. Rizzello was elected as director, nor are there any
transactions between Mr. Rizzello and us in which he has a direct or indirect
material interest that we are required to report pursuant to the rules and
regulations of the Commission.
Mr.
Rizzello will receive compensation of $40,000 per annum and be granted options,
effective December 16, 2010, to purchase an aggregate of 30,000 shares of our
common stock, with options to purchase 10,000 shares vesting immediately and the
remainder to vest in increments of 10,000 shares on each subsequent anniversary
of the grant date. The options expire on the third anniversary of the vesting
date and may be exercised at the price of $8.40 per share, which was the closing
price of our common stock on the NASDAQ Capital Market on December 15,
2010.
Item
8.01 Other Events.
On
December 20, 2010, CleanTech Innovations, Inc. issued a press release announcing
the appointment of Mr. Rizzello to the Board of Directors.
A copy of
the press release is furnished as Exhibit 99.99 to this report and shall not be
deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of
1934, as amended, and will not be incorporated by reference into any
registration statement filed under the Securities Act of 1933, as amended,
unless specifically identified therein as being incorporated therein by
reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
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Exhibit No.
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Description
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99.99
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Press
Release, “CleanTech Innovations, Inc. Welcomes Joseph S. Rizzello, CEO of
the National Stock Exchange, Inc., as an Independent Board Member,” dated
December 20, 2010
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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 hereunto
duly authorized.
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CLEANTECH INNOVATIONS,
INC.
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(Registrant)
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Date:
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December 20, 2010
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By:
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/s/ Bei Lu
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Name:
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Bei
Lu
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Title:
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Chief
Executive Officer
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