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 18, 2025

 

LOOP INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

001-38301

 

27-2094706

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

480 Fernand-Poitras

Terrebonne, Quebec, Canada, J6Y 1Y4

(Address of principal executive offices, including zip code)

 

(450) 951-8555

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 (see General Instruction A.2. below):

 

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

LOOP

The Nasdaq Stock Market LLC

 

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.

 

The 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”) of Loop Industries, Inc. (the “Company”) was held virtually on July 18, 2025. At the 2025 Annual Meeting, the Company’s stockholders elected Laurent Auguste, Spencer Hart, Louise Sams, Laurence Sellyn and Jay Stubina to serve as members of the Board of Directors of the Company (the “Board”) until the 2026 Annual Meeting of Stockholders or until their respective successors have been elected and qualified. On July 18, 2025, Daniel Solomita was elected to the Board upon the affirmative vote of the sole holder of the Company’s Series A Preferred Stock, resulting in a total of six directors. In addition, the Company’s stockholders took the following actions at the 2025 Annual Meeting: (i) the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 28, 2026 was ratified; (ii) a proposal for advisory approval of the compensation of the Company’s named executive officers as disclosed in the proxy statement was approved; and (iii) a proposal for advisory approval of the frequency of future advisory votes on executive compensation was approved to be held every year.

 

The proposals below are described in detail in the Company’s definitive proxy statement dated May 29, 2025. The voting results for each proposal were as follows:

 

Proposal 1: Election of five directors to hold office until the 2026 Annual Meeting of Stockholders or until their respective successors have been elected and qualified:

 

 

 

For

 

 

Withheld

 

 

Broker Non-Votes

 

Laurent Auguste

 

 

98,969,448

 

 

 

113,967

 

 

 

5,577,445

 

Spencer Hart

 

 

99,041,598

 

 

 

41,817

 

 

 

5,577,445

 

Louise Sams

 

 

98,967,489

 

 

 

115,926

 

 

 

5,577,445

 

Laurence Sellyn

 

 

99,040,475

 

 

 

42,940

 

 

 

5,577,445

 

Jay Stubina

 

 

99,040,921

 

 

 

42,494

 

 

 

5,577,445

 

 

Proposal 2: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 28, 2026:

 

For

 

 

Against

 

 

Abstain

 

 

104,584,262

 

 

 

14,238

 

 

 

62,360

 

 

Proposal 3: Vote to approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement:

 

For

 

 

Against

 

 

Abstain

 

 

Broker Non-Votes

 

 

98,437,462

 

 

 

507,195

 

 

 

138,758

 

 

 

5,577,445

 

 

Proposal 4: Vote to approve, on an advisory basis, the frequency of future advisory votes on executive compensation:

 

1 Year

 

 

2 Years

 

 

3 Years

 

 

Abstain

 

 

Broker Non-Votes

 

 

98,957,462

 

 

 

11,626

 

 

 

39,909

 

 

 

74,418

 

 

 

5,577,445

 

 

 
2

 

 

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.

 

 

LOOP INDUSTRIES, INC.

 

 

 

 

 

Date: July 22, 2025

By:

/s/ Nicolas Lafond

 

 

 

Nicolas Lafond

 

 

 

Interim Chief Financial Officer

 

 

 
3