---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-006564"
form_type: "8-K"
ticker: "DFLI"
cik: "0001847986"
company_name: "Dragonfly Energy Holdings Corp."
filed_at: "2023-03-02T23:59:59+00:00"
generated_at: "2026-06-18T16:09:56.940286+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.4
confidence: "high"
source: SEC EDGAR
---

# Dragonfly Energy CFO gets $175K minimum bonus for 2023; shareholders approve Nevada reincorporation

## Summary
- CFO John Marchetti's amended employment agreement guarantees a minimum annual bonus of $175,000 for fiscal year 2023.
- Shareholders approved reincorporation from Delaware to Nevada at special meeting on Feb 28, 2023.
- Reincorporation vote: 34,524,149 for, 67,351 against, 1,675 abstentions; approved by majority of outstanding shares.
- Adjournment proposal also passed: 34,493,156 for, 74,959 against, 25,060 abstentions.

## SEC filing metadata
- accession: 0001493152-23-006564
- form_type: 8-K
- ticker: DFLI
- cik: 0001847986
- company_name: Dragonfly Energy Holdings Corp.
- filed_at: 2023-03-02T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.4
- confidence: high
- sec_items: 5.02, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1847986/000149315223006564/0001493152-23-006564-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1847986/000149315223006564/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-006564
- JSON: https://secwatch.observer/filing/0001493152-23-006564.json
- Plain text: https://secwatch.observer/filing/0001493152-23-006564.txt

## Key facts
- Shareholder Votes
  Dragonfly Energy Holdings Corp. shareholders approved Approval of the reincorporation by conversion of the Company from the State of Delaware to the State of Nevada at the 2023-02-28 meeting.
  - Outcome: passed
  - Meeting: 2023-02-28
  source text: The proposal to approve the Reincorporation was approved by a majority of the outstanding shares of Common Stock entitled to vote at the Special Meeting based upon the following votes: Votes For Votes Against Abstentions 34,524,149 67,351 1,675
  evidence_url: https://www.sec.gov/Archives/edgar/data/1847986/000149315223006564/0001493152-23-006564-index.htm
- Shareholder Votes
  Dragonfly Energy Holdings Corp. shareholders approved Approval of the adjournment of the Special Meeting in the event that the number of shares of Common Stock present or represented by proxy at the Special Meeting and voting "FOR" the adoption of the Reincorporation proposal were insufficient at the 2023-02-28 meeting.
  - Outcome: passed
  - Meeting: 2023-02-28
  source text: The proposal to approve the adjournment of the Special Meeting in the event the number of shares of Common Stock present or represented by proxy at the Special Meeting and voting "FOR" the adoption of the Reincorporation proposal were insufficient was approved by a majority of the voting power of the votes cast based upon the following votes: Votes For Votes Against Abstentions 34,493,156 74,959 25,060
  evidence_url: https://www.sec.gov/Archives/edgar/data/1847986/000149315223006564/0001493152-23-006564-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.