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~~ January 137, ~~2018~~2019

EnSync, Inc.

(Exact name of registrant as specified in charter)

Wisconsin	001-33540	39-1987014
(State or other jurisdiction of incorporation)	(Commission file number)	(IRS Employer Identification Number)
N88 W13901 Main Street, Menomonee Falls, Wisconsin		53051
(Address of principal executive offices)		(Zip Code)

N93 W13901 Main Street, Suite 200, Menomonee Falls, Wisconsin		53051
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (262) 253-9800

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.

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))

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). ¨

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 53.0201. ~~Departure~~Notice of ~~Directors~~Delisting or ~~Certain~~Failure ~~Officers;~~to ~~Election~~Satisfy ofa ~~Directors;~~Continued ~~Appointment~~Listing ofRule ~~Certain~~or ~~Officers~~Standard; ~~Compensatory~~Transfer ~~Arrangements~~ of ~~Certain Officers~~Listing.

On ~~November~~January 137, ~~2018~~2019, ~~the shareholders of~~ EnSync, Inc. (the “Company”) received ~~approved~~a andeficiency ~~amendment~~letter tofrom the ~~Company’s~~NYSE ~~2010~~American ~~Omnibus~~LLC ~~Long-Term Incentive Plan~~ (the “~~Omnibus Plan Amendment~~Exchange”) ~~increasing~~informing the ~~number~~Company ofthat ~~shares~~it ~~reserved~~is ~~for~~not ~~issuance~~in ~~thereunder by 5,000,000 shares. A description~~compliance ofwith the ~~terms~~Exchange’s ~~and~~continued ~~conditions~~listing ofstandards ~~the~~as ~~Omnibus Plan Amendment is~~ set forth in Section 1003(f)(v) of the ~~Company~~Exchange’s ~~Proxy~~Company ~~Statement for~~ Guide (the ~~2018~~“Company ~~Annual Meeting~~Guide”). ofSpecifically, ~~Shareholders~~the ofExchange ~~the~~has ~~Company~~determined asthat ~~filed~~shares ~~with~~of the ~~Securities~~Company’s ~~and~~securities ~~Exchange~~have been ~~Commission~~selling onfor ~~October~~a ~~10,~~low ~~2018~~price ~~(the~~per ~~“2018 Proxy~~share ~~Statement”)~~for ~~under~~a ~~the~~substantial ~~heading~~period ~~“Proposal 3-Approval~~ of ~~Amendment~~time ~~No.~~and, 6pursuant to ~~EnSync,~~Section ~~Inc.~~1003(f)(v) ~~2010~~of ~~Omnibus~~the ~~Long-Term Incentive~~Company ~~Plan~~Guide,” the ~~which~~Company’s ~~such~~continued ~~description~~listing ison ~~incorporated~~the ~~herein~~Exchange ~~by reference. This summary~~ is ~~qualified~~predicated inon ~~its~~it ~~entirety~~effecting ~~by the~~a ~~full~~reverse ~~text~~stock split of ~~the~~its ~~Omnibus~~common ~~Plan~~stock ~~Amendment~~or otherwise ~~set~~demonstrating ~~forth~~sustained inprice ~~Appendix~~improvement Awithin toa ~~the~~reasonable ~~2017~~period ~~Proxy~~of ~~Statement~~time, which isthe ~~also~~Exchange ~~incorporated~~has bydetermined to be ~~reference~~July ~~herein~~7, 2019.

OnAs ~~November~~a ~~13,~~result ~~2018~~of the foregoing, the Company~~’s shareholders~~ ~~also~~has ~~approved~~become ~~an amendment~~ subject to the ~~Company’s~~procedures ~~2012~~and ~~Non-Employee~~requirements ~~Director~~of ~~Equity~~Section ~~Compensation~~1009 ~~Plan~~of (the ~~“Director Plan~~Company ~~Amendment”)~~Guide. ~~increasing~~In the ~~number~~interim, ofthe ~~shares~~Company’s ~~reserved~~common ~~for~~stock ~~issuance~~will continue ~~thereunder~~to bybe ~~2,000,000~~listed ~~shares.~~on ~~A description of~~ the ~~terms~~ ~~and~~Exchange, ~~conditions~~subject ofto the ~~Director~~Company’s ~~Plan~~compliance ~~Amendment~~with isother ~~set~~continued ~~forth~~listing inrequirements, ~~the~~and will ~~2018~~continue ~~Proxy~~to ~~Statement~~trade under the ~~heading~~symbol “~~Proposal 4-Approval~~ESNC,” ofwith ~~Amendment~~the ~~No.~~added 4designation toof ~~EnSync, Inc~~“.BC” ~~2012~~to ~~Non-Employee~~indicate ~~Director~~that ~~Equity~~the Company ~~Compensation~~is ~~Plan,”~~below ~~which~~compliance ~~such~~with ~~description is~~the ~~incorporated~~Exchange’s ~~herein~~listing ~~by reference~~standards. ~~This~~The ~~summary~~Exchange isalso ~~qualified~~publishes ina ~~its~~list ~~entirety by the full text~~ of ~~the~~noncompliant ~~Director Plan Amendment~~issuers ~~set~~and ~~forth~~displays ~~in Appendix B to~~ the ~~2018~~.BC ~~Proxy~~indicator ~~Statement,~~on ~~which~~its ~~is also incorporated by reference herein~~website.

~~Item~~The 5Company intends to take measures to regain compliance with the listing standards set forth in the Company Guide on the timeline established by the Exchange.07 ~~Submission~~However ofthere ~~Matters~~can be no assurance it will be able to ado ~~Vote~~so, ofand ~~Security~~if ~~Holders~~it does not the Exchange may initiate delisting proceedings.

On November 13, 2018, the Company held its annual meeting of shareholders (the “2018 Annual Meeting”). The certified results of the matters voted upon at the 2018 Annual Meeting, each of which are more fully described in the Company’s Proxy Statement for the 2018 Annual Meeting filed with the Securities and Exchange Commission on October 10, 2018, are as follows:

The Company’s shareholders elected the nominee to the Company’s Board of Directors to serve for a three year term as a Class II director, with the votes cast as follows:

Director Name

For

Withheld

Broker Non-Votes

Richard A. Abdoo

23,821,086

1,100,745

16,391,407

The Company’s shareholders approved, on an advisory basis, the compensation paid to the named executive officers of the Company, as disclosed pursuant to Item 402 of Regulation S-K in the Company’s Proxy Statement for the 2018 Annual Meeting, with votes cast as follows:

For				Against				Abstain				Broker Non-Votes
	22,427,525				2,316,356				177,950				16,391,407

The Company’s shareholders approved the Omnibus Plan Amendment, with votes cast as follows:

For				Against				Abstain				Broker Non-Votes
	22,141,991				2,706,310				73,530				16,391,407

The Company’s shareholders approved the Director Plan Amendment, with votes cast as follows:

For				Against				Abstain				Broker Non-Votes
	21,134,972				3,619,667				167,192				16,391,407

The Company’s shareholders ratified the appointment of Baker Tilly Virchow Krause, LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2019, with votes cast as follows:

For				Against				Abstain
	40,714,071				560,728				38,439

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.

	EnSync, Inc.	~~EnSync, Inc.~~
Dated: November 14, 2018		By:	/s/ William J. Dallapiazza
Dated: January 11, 2019	By:	/s/ William J. Dallapiazza
		Name:	William J. Dallapiazza
	Name: Title:	William J. DallapiazzaChief Financial Officer
		Title:	Chief Financial Officer

Filing Compare · EnSync, Inc.