6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO SECTION 13A-16 OR 15D-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2022

Commission File Number: 001-41226

 

 

Tritium DCFC Limited

(Translation of registrant’s name into English)

 

 

48 Miller Street

Murarrie, QLD 4172

Australia

+61 (07) 3147 8500

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒            Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

 

 


On or about October 6, 2022, Tritium DCFC Limited (the “Company”) distributed or made available to shareholders a Notice of Annual General Meeting of Shareholders and form Proxy Card (the “Notice and Proxy Card”) for the Company’s 2022 annual general meeting of shareholders to be held on November 1, 2022. The Notice and Proxy Card are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, hereto.

Additionally the Company published additional proxy materials with the Australian Securities & Investment Commission (the “ASIC FY22 Annual Report”) and made the ASIC FY2022 Annual Report available on the Investor Relations section of the Company’s website at investors.tritium.com. The financial information included in the ASIC FY2022 Annual Report has been prepared in accordance with IFRS and thus may not be comparable to financial information prepared and reported by the Company in accordance with U.S. GAAP, including filings made under the U.S. Securities Act and Securities Exchange Act..

EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Form of Notice Card
99.2    Form of Proxy Card


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Tritium DCFC Limited
Date: October 7, 2022     By:  

/s/ Jane Hunter

      Jane Hunter
      Chief Executive Officer
EX-99.1

Exhibit 99.1

 

LOGO

+ Online Go to www.investorvote.com/DCFC or scan the QR code — login details are located in the shaded bar below. Votes submitted electronically must be received by 9:00am, (AEST), on October 30, 2022. 2022 Tritium DCFC Limited Annual General Meeting The 2022 Annual General Meeting of Tritium DCFC Limited will be held on Tuesday, November 1, 2022 at 9.00am (AEST). The Annual General Meeting will be held virtually at www.meetnow.global/M7GQVWQ and physically at 48 Miller Street, Murarrie QLD 4172 Australia. Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual shareholders’ meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important! This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy materials (including the Notice of Meeting and associated meeting materials) and Tritium DCFC Limited’s Annual Report for the year ended 30 June 2022 are available at: www.investorvote.com/DCFC Easy Online Access — View your proxy materials and vote. Step 1: Go to www.investorvote.com/DCFC. Step 2: Click on the icon on the right to view meeting materials. Step 3: Return to the investorvote.com window and follow the instructions on the screen to log in. Step 4: Make your selections as instructed on each screen for your delivery preferences. Step 5: Vote your shares. Obtaining a Copy of the Proxy Materials – If you want to receive a copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. Please make your request as instructed on the reverse side on or before October 21, 2022 to facilitate timely delivery. 2NOT + 03OWWD


LOGO

2022 Tritium DCFC Limited Annual General Meeting The Notice of Meeting can be viewed and downloaded at: www.investorvote.com/DCFC. The Notice of Meeting includes information on the business to be considered at the Annual General Meeting, and how to participate at the Annual General Meeting (including voting, appointing a proxy, and asking questions). PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must go online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you. Here’s how to order a copy of the proxy materials and select delivery preferences: Current and future delivery requests can be submitted using the options below. If you request an email copy, you will receive an email with a link to the current meeting materials. PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a copy of the proxy materials. — Internet – Go to www.investorvote.com/DCFC. — Phone – Call us free of charge at 1-866-641-4276. — Email – Send an email to investorvote@computershare.com with “Proxy Materials Tritium DCFC Limited” in the subject line. Include your full name and address, plus the number located in the shaded bar on the reverse side, and state that you want a paper copy of the meeting materials. To facilitate timely delivery, requests for a paper copy of proxy materials must be received by October 21, 2022.

 

EX-99.2

Exhibit 99.2

 

LOGO

Your vote matters – here’s how to vote! You may vote online or by phone instead of mailing this card. Votes submitted electronically must be received by 9:00am, (AEST), on October 30, 2022. Online Go to www.investorvote.com/DCFC or scan the QR code — login details are located in the shaded bar below. Phone Call toll free 1-800-652-VOTE (8683) within the USA, US territories and Canada Using a black ink pen, mark your votes with an X as shown in this example. Please do not write outside the designated areas. 2022 Annual General Meeting Proxy Form qIF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. q A Items of Business—Please note that if you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority. + For Against Abstain For Against Abstain 1. Election of Director—Adam Walker 2. Re-election of Director—Trevor St. Baker 3. Re-election of Director – David Finn 4. Appointment of Auditor 5. Approval of certain benefits for Jane Hunter 6. Increase in aggregate maximum remuneration for Non-Executive Directors B Authorized Signatures — This section must be completed for your vote to count. Please date and sign below. Individual: Where the holding is in one name, the shareholder must sign. Joint Holding: Where the holding is in more than one name, all of the shareholders should sign. Power of Attorney: If you have not lodged the power of attorney with the registry, please attach a certified photocopy of the power of attorney to this form when you return it. Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 240A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate title held when signing this form. Date (mm/dd/yyyy) — Please print date below. Signature 1 — Please keep signature within the box. Signature 2 — Please keep signature within the box. 1UPX +


LOGO

How to Vote on Items of Business All your securities will be voted in accordance with your directions. Appointment of Proxy Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote or abstain as they choose (to the extent permitted by law). If you mark more than one box on an item your vote will be invalid on that item. Voting a portion of your holding: Indicate a portion of your voting rights by inserting the number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement. Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies, you must specify the number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and number of securities for each on the lower portion of the proxy card. A proxy need not be a securityholder of the Company. The 2022 Annual General Meeting of Shareholders of Tritium DCFC Limited will be held on November 1, 2022, 9:00am AEST, in person at 48 Miller Street, Murarrie QLD 4172 and virtually via the internet at www.meetnow.global/M7GQVWQ. To access the virtual meeting, you must have the information that is printed in the shaded bar located on the reverse side of this form. Important notice regarding the Internet availability of meeting materials for the Annual General Meeting of Shareholders. The material is available at: www.investorvote.com/DCFC Participating in the Meeting—Corporate Representative: If a representative of a corporate shareholder or proxy is to participate in the Meeting you will need to provide the appropriate “Appointment of a Corporate Representative”. A form is available online at www.investorvote.com/DCFC”. If you are not voting online you may sign and send a scanned copy of the Proxy Form to Computershare via email at proxyvote@computershare.com. qIF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. q Tritium DCFC Limited + Notice of 2022 Annual General Meeting of Shareholders Appoint a Proxy to Vote on Your Behalf I/We being member/s of Tritium DCFC Limited hereby appoint the Chair of the Meeting OR Please Note: leave this box blank if you have selected the Chair of the Meeting. Do not insert your own name(s). or failing the individual or body corporate named, or if no individual or body corporate is named, the Chair of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the directions in section A (or if no directions have been given, and to the extent permitted by law, as the proxy sees fit) at the Annual General Meeting of Tritium DCFC Limited to be held virtually at www.meetnow.global/M7GQVWQ and physically at 48 Miller Street, Murarrie QLD 4127 Australia on Tuesday, November 1, 2022, 9.00am (AEST) and at any adjournment or postponement of that meeting. The Chair of the Meeting intends to vote all undirected proxies in favour of each item of business. In exceptional circumstances, the Chair of the Meeting may change his voting intention on any resolution. Chair authorised to exercise undirected proxies on remuneration related resolutions: Where I/we have appointed the Chair of the Meeting as my/our proxy (or the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 5 and 6 (except where I/we have indicated a different voting intention in section A) even though resolutions 5 and 6 are connected directly or indirectly with the remuneration of a member of key management personnel, which includes the Chair. Important note: If the Chair of the Meeting is (or becomes) your proxy you can direct the Chair to vote for or against or abstain from voting on resolutions 5 and 6 by marking the appropriate box in section A. C Non-Voting Items Change of Address — Please print new address below. Comments — Please print your comments below. +