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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

 

 

Date of Report (Date of earliest event reported): December 7, 2023

  

(Exact name of registrant as specified in its charter)

 

Registrant’s telephone number, including area code: +352 621 727 777

(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:

 

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

 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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2). 

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. ☐

On November 13, 2023, FREYR Battery (the “Company” or “FREYR”) released a letter to shareholders from its Executive Chairman and Co-Founder, Tom Jensen, and its Chief Executive Officer, Birger Steen. One of the commitments made in the letter was that certain members of the management team and board of directors would purchase Company shares in the open market. In line with the Company’s policies, the Company allowed management and directors to purchase Company ordinary shares beginning November 30, 2023. As of December 7, 2023, the directors and officers mentioned in the table below had purchased an aggregate of 240,000 Company ordinary shares, and had the following direct ownership of Company ordinary shares:

Assuming FREYR’s previously announced process to redomicile from Luxembourg to the U.S. is approved at the extraordinary general meeting of shareholders to be held on December 15, 2023, FREYR expects to be subject to the insider reporting requirements of section 16 of the Securities Exchange Act of 1934 (the “Act”) as of January 2024. FREYR disclaims any duty to update the above disclosures regarding insider purchases and ownership of the Company’s ordinary shares, outside of its requirements under the Act.

(d) Exhibits.

 

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.