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UQM Technologies, Inc. (NYSEMKT:UQM) Files An 8-K Submission of Matters to a Vote of Security Holders

UQM Technologies, Inc. (NYSEMKT:UQM) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Company held its annual meeting of shareholders on November
22, 2016. At the annual meeting, the shareholders of the Company:

(i)

Approved the transaction providing for American Compass,
Inc., a California corporation and wholly owned U.S.
Subsidiary of Hybrid Kinetic Group Limited, a publicly
traded Bermuda company listed on the Hong Kong Stock
Exchange, to purchase 66.5 million newly issued shares of
the Companys common stock for an aggregate purchase price
of $47,880,000 (the Transaction);

(ii)

Elected the persons listed in Proposal 4 below to serve
as directors of the Company until the 2017 annual meeting
of shareholders;

(iii)

Approved on an advisory basis the compensation for the
Companys named executive officers;

(iv)

Approved the amendment to the Companys 2012 equity
incentive plan to increase the number of shares available
for grant by 2,500,000 shares;

(v)

Approved the amendment to the Companys stock bonus plan
to increase the number of shares available for grant by
300,000 shares;

(vi)

Approved the ratification of the appointment of Hein
Associates LLP to act as our independent auditors for the
fiscal year ending December 31, 2016; and

(vii)

Approved the adjournment of the final portion of the
annual meeting to reconvene on December 9, 2016 at 10:00
a.m. at the Companys headquarters, 4120 Specialty Place,
Longmont, Colorado 80504, to vote to approve two
proposals each dealing with proposed amendments to the
Companys Articles of Incorporation of the Company,
approval of which is a condition to the parties
obligations to close the Transaction.

The Company had 48,518,666 shares of common stock outstanding as
of October 4, 2016, the record date for the annual meeting. At
the annual meeting, holders of a total of 43,605,762 shares of
common stock were present in person or represented by proxy. The
following sets forth information regarding the results of the
voting at the annual meeting:

Proposal 1. The shareholders approved the Transaction, which
results in a change of control of the Company:

Shares Voted For

Shares Voted Against

Shares Voted Abstain

Broker Non-Votes

27,055,778

4,139,291

84,486

12,326,207

1

Proposal 4.The shareholders elected each of the five nominees
to the Board of Directors for a one-year term. The voting
results were as follows:

Name

Shares Voted For

Shares Withheld

Broker Non-Votes

Donald W. Vanlandingham

28,326,093

2,953,462

12,326,207

Joseph R. Mitchell

28,423,626

2,855,929

12,326,207

Stephen J. Roy

28,378,061

2,901,494

12,326,207

Joseph P. Sellinger

28,366,643

2,912,912

12,326,207

John E. Sztykiel

28,291,927

2,987,628

12,326,207

Proposal 5.The shareholders approved on an advisory basis the
compensation of the Companys named executive officers:

Shares Voted For

Shares Voted Against

Shares Voted Abstain

Broker Non-Votes

23,800,197

6,180,235

1,299,123

12,326,207

Proposal 6.The shareholders approved the amendment to the
Companys 2012 equity incentive plan to increase the number of
shares available for grant by 2,500,000 shares:

Shares Voted For

Shares Voted Against

Shares Voted Abstain

Broker Non-Votes

23,139,346

7,263,274

876,935

12,326,207

Proposal 7. The shareholders approved the amendment to the
Companys stock bonus plan to increase the number of shares
available for grant by 300,000 shares:

Shares Voted For

Shares Voted Against

Shares Voted Abstain

Broker Non-Votes

23,212,041

7,243,510

824,004

12,326,207

2

Proposal 8. The shareholders approved the ratification of the
appointment of Hein Associates LLP to act as our independent
auditors for the fiscal year ending December 31, 2016:

Shares Voted For

Shares Voted Against

Shares Voted Abstain

39,696,593

2,680,826

1,228,343

Proposal 9. The shareholders approved the adjournment of the
final portion of the annual meeting to reconvene on December 9,
2016 at 10:00 a.m. at the Companys headquarters, 4120 Specialty
Place, Longmont, Colorado 80504:

Shares Voted For

Shares Voted Against

43,605,762

0

When the meeting is reconvened, the shareholders will vote to
approve (a) the Amended and Restated Articles of Incorporation
of the Company that, among other things, would increase the
number of authorized shares of common stock by 100,000,000 to
175,000,000, which is necessary to effect the Transaction, and
(b) a further amendment to the Amended and Restated Articles of
Incorporation to decrease the shareholder vote needed to
approve future amendments to the articles of incorporation and
certain corporate transactions from two-thirds of the
outstanding shares to a majority of the outstanding shares.

Item 9.01FINANCIAL STATEMENTS AND EXHIBITS.

(d)Exhibits

The following exhibit is furnished as part of this Current
Report on Form 8-K.

Exhibit No.

Description of Exhibit

99.1

Press Release datedNovember 22, 2016

3

About UQM Technologies, Inc. (NYSEMKT:UQM)
UQM Technologies, Inc., (UQM) develops, manufactures and sells electric motors, generators, power electronic controllers and fuel cell compressors for the commercial truck, bus, automotive, marine, military and industrial markets. The Company’s focus is incorporating its technology as propulsion systems for electric, hybrid electric, plug-in hybrid electric and fuel cell electric vehicles, delivering the heart of the electric vehicle. UQM’s principal products include propulsion motors and generators with power ratings from 50 kilowatts to 250 kilowatts, auxiliary motors and electronic controls and direct current (DC)-to-DC converters. The Company has developed two basic frame size propulsion systems: the PowerPhase Pro for passenger car, light commercial applications, light duty marine and other lighter duty applications, and the PowerPhase HD lineup of products for heavier commercial bus and truck applications and heavier duty marine and other applications. UQM Technologies, Inc. (NYSEMKT:UQM) Recent Trading Information
UQM Technologies, Inc. (NYSEMKT:UQM) closed its last trading session up +0.012 at 0.491 with 26,297 shares trading hands.

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