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): ~~April~~June 2011, 2020

SUMMER ENERGY HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation)

001-35496	20-2722022
(Commission File Number)	(I.R.S. The Company Identification No.)

5847 San Felipe Street #3700

Houston, Texas 77057

(Address of principal executive offices)

(713) 375-2790

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(g) of the Act:

Title of each class	Trading Symbol(s)	Principal U.S. Market for Securities
Common Stock, $0.001 par value	SUME	OTCQB

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 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

☐

4841-6592-7610

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. ☐

~~4841-6592-7610~~Item 5.07Submission of Matters to a Vote of Security Holders.

~~Item~~The 12020 Annual Meeting of Stockholders of Summer Energy Holdings, Inc.~~01.~~ ~~Entry~~(the ~~into~~“Company”) was held at the Company’s headquarters at 5847 San Felipe Street, Suite 3700, Houston, Texas 77057, at 9:00 a.m. ~~Material~~Central ~~Definitive~~Daylight ~~Agreement~~Time on Thursday, June 11, 2020 (the “2020 Annual Meeting”).

~~Item~~At ~~2.03.~~the ~~Creation~~2020 Annual Meeting, the Company’s stockholders voted on two proposals: (i) the election of atwo ~~Direct~~Class ~~Financial~~II ~~Obligation~~directors, oreach anto ~~Obligation~~serve ~~under~~until anthe ~~Off-Balance~~Company’s ~~Sheet~~2023 ~~Arrangement~~annual meeting of astockholders; ~~Registrant~~and (ii) the ratification of the appointment of Whitley Penn LLP to serve as the Company’s independent registered public accountants for the year ending December 31, 2020. Only stockholders of record as of April 13, 2020 were entitled to notice of and to vote at the 2020 Annual Meeting.

~~SBA~~(1)Election ~~Loan~~of Directors. A total of two Class II candidates were nominated for election to the Company’s Board of Directors (the “Nominees”). The election was uncontested for all Nominees and, therefore, all were elected to serve as Class II directors of the Company until the Company’s 2023 annual meeting of stockholders.

OnThe ~~April~~following ~~20,~~table ~~2020, Summer~~sets ~~Energy~~forth ~~Holdings,~~the ~~Inc.,~~names aof ~~Nevada corporation (~~the ~~“Company”),~~Nominees asand ~~borrower, received $2,342,300 in loan funding from~~ the ~~Small~~respective ~~Business~~numbers ~~Administration~~of ~~(“SBA”)~~votes ~~Paycheck~~cast ~~Protection Program (“PPP”)~~for, ~~established pursuant to the recently enacted Coronavirus Aid, Relief~~ and ~~Economic Security Act (~~the ~~“CARES~~respective ~~Act”). The~~numbers ~~unsecured loan (the “Loan”) is evidenced by a promissory note issued by the Company (the “Note”) in favor~~ of ~~Frost~~votes ~~Bank~~withheld ~~(the “Bank”)~~from, astheir ~~lender~~election.

The Company plans to use the Loan proceeds to cover payroll costs, rent and utilities in accordance with the relevant terms and conditions of the CARES Act.

Nominee	Votes For	Votes Withheld	Broker Non-Votes
Tom D. O’Leary	16,650,699	1,284,702	534,094
James P. Stapleton	17,935,401	0	534,094

~~Under~~(2)Ratification ~~the~~of ~~terms~~Independent ofRegistered ~~the~~Public ~~Note~~Accountants. ~~and~~At the ~~Loan,~~2020 ~~interest~~Annual ~~accrues~~Meeting on the ~~outstanding~~Company’s ~~principal~~stockholders atalso ~~the~~voted ~~rate~~on ofa ~~1.0%~~proposal ~~per~~to ~~annum.~~ratify ~~The~~the ~~term~~appointment of ~~the~~Whitley ~~Note~~Penn isLLP ~~two~~as ~~years,~~the ~~unless~~Company’s ~~sooner~~registered ~~provided~~public inaccountants. ~~connection~~The ~~with~~ratification ~~an event~~ of ~~default~~Whitley ~~under~~Penn ~~the~~LLP ~~Note.~~was Toapproved ~~the~~by ~~extent~~ the ~~Loan~~Company’s ~~amount~~stockholders. isThe ~~not~~following ~~forgiven~~table ~~under~~sets ~~the~~forth ~~PPP,~~ the ~~Company~~respective isnumbers ~~obligated~~of tovotes ~~make~~cast ~~equal~~for ~~monthly~~and ~~payments~~against, ~~of principal~~ and ~~interest,~~the ~~beginning~~number ~~seven~~of ~~months~~shares abstaining from, the ~~date~~ratification of ~~the~~Whitley ~~Note,~~Penn ~~until~~LLP as the ~~maturity~~Company’s ~~date~~independent auditors.

The CARES Act and the PPP provide a mechanism for forgiveness of up to the full amount borrowed. Under the PPP, the Company may apply for and be granted forgiveness for all or part of the PPP Loan. The amount of loan proceeds eligible for forgiveness is based on a formula that takes into account a number of factors, including the amount of loan proceeds used by the Company during the eight-week period after the loan origination for certain purposes including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments, provided that at least 75% of the loan amount is used for eligible payroll costs; the employer maintaining or rehiring employees and maintaining salaries at certain levels; and other factors. Subject to the other requirements and limitations on loan forgiveness, only loan proceeds spent on payroll and other eligible costs during the covered eight-week period will qualify for forgiveness. No assurance is provided that the Company will obtain forgiveness of the Loan in whole or in part.

Votes For	Votes Against	Abstentions
18,464,615	0	4,880

The ~~Note may be prepaid in part or in full, at any time, without penalty. The~~ Company’s ~~may~~Proxy ~~prepay~~Statement 20% or less of the unpaid principal balance of the Note at any time without notice, and may prepay more than 20% of the unpaid principal balance of the Note subject to certain conditions. If any payment on the Note is more than 11 days late, the Bank may charge the Company a late fee of up to $15.00 or 5% of the unpaid portion of the regularly scheduled payment, whichever is greater. The Note provides for ~~certain customary events of default, including (i) failing to make a payment when due under~~ the ~~Note,~~2020 ~~(ii)~~Annual ~~failure~~Meeting towas dofiled ~~anything required by the Note or any other loan document, (iii) defaults of any other loan~~ with the ~~Bank,~~Securities ~~(iv)~~and ~~failure~~Exchange toCommission ~~disclose any material fact or make a materially false or misleading representation to the Bank or SBA, (v) default~~ on ~~any~~April ~~loan or agreement with another creditor~~24, if2020 ~~the~~and ~~Bank~~provides ~~believes~~more ~~the~~information ~~default~~about ~~may~~these ~~materially~~proposals ~~affect~~and the ~~Company’s~~vote ability to pay the Note, (vi) failure to pay any taxes when due, (vii) becoming the subject of a proceeding under any bankruptcy or insolvency law, having a receiver or liquidator appointed for any part of the Company’s business or property, or making an assignment for the benefit of creditors, (viii) having any adverse change in financial condition or business operation that the Bank believes may materially affect the Company’s ability to pay the Note, (ix) if the Company reorganizes, merges, consolidates, or otherwise changes ownership or business structure without the Bank’s prior written consent, (x) if the Company makes a distribution or disposes of any assets, other than in the ordinary course of business, which would adversely affect the Company’s financial condition, (xi) failing to submit required ~~information to the Bank or has payments on the Loan returned or reversed~~ for ~~any~~approval ~~reason, or (xii) becoming the subject~~ of aeach ~~civil or criminal action that the Bank believes may materially affect the Company’s ability to pay the Note. Upon the occurrence~~ of an event of default, the Bank has customary remedies and may, among other things, require immediate payment of all amounts owed under the Note, collect all amounts owing from the Company, and file suit and obtain judgment against the Companythem.

The foregoing description of the Note is qualified in its entirety by reference to the full text of the Note, a copy of which is filed as Exhibit 10.1 to this report and incorporated herein by reference.SIGNATURES

~~Cautionary~~Pursuant ~~Statement~~to ~~regarding~~the ~~Forward-Looking~~requirements ~~Statements~~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.

~~4841-6592-7610~~Dated: June 16, 2020

~~This~~SUMMER ~~report~~ENERGY contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. Such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from predicted or expected results. The inclusion of forward-looking statements should not be regarded as a representation by the Company that any of these results will be achieved. Actual results may differ from those contemplated by forward-looking statements in this reportHOLDINGS, such as statements regarding the Company’s use of proceeds from the Loan, the amount of the loan to the Company that will be eligible to be forgiven, any actual forgiveness of some or all of the amount of the Loan evidenced by the Note, and other risks inherent in the Company’s business including those described in the Company’s periodic filings with the Securities and Exchange CommissionINC. ~~You~~By: ~~are cautioned not to place undue reliance on forward-looking statements, which are based on the Company’~~/s/ ~~current~~Jaleea ~~expectations and assumptions and speak only as of the date of this report~~P. ~~The~~George ~~Company~~Jaleea ~~does not intend to revise or update any forward-looking statement in this report to reflect events or circumstances arising after the date hereof, except as may be required by law~~P. ~~All~~George ~~forward-looking~~Chief ~~statements~~Financial ~~are qualified in their entirety by this cautionary statement.~~Officer

Item 9.01 Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	Promissory Note dated April 17, 2020

4841-6592-7610

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.

Dated: April 24, 2020

SUMMER ENERGY HOLDINGS, INC.

By: /s/ Jaleea P. George Jaleea P. George Chief Financial Officer

4841-6592-7610

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