Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common
Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market Information
Our common stock has traded on the Nasdaq Stock Market
LLC under the symbol “VEEE” since July 21, 2021. The last price of our common stock
as reported on the Nasdaq Capital Market LLC on March 20, 2024 was $1.23 per share.
Stockholders
We have two classes of stock, undesignated preferred
stock and $0.001 par value common stock. No shares of preferred stock have been issued or are outstanding. As of March 27 ,
2024, we had 278 common stock stockholders of record. The number of holders of record is based on
the actual number of holders registered on the books of our transfer agent and does not reflect holders of shares in “street name”
or persons, partnerships, associations, corporations or other entities identified in security position listings maintained by depository
trust companies.
On May 13, 2021, the Company effected a forty
thousand (40,000)-for-one stock split to the shareholders of record as of May 13, 2021. The stock split was in the form of a
common stock dividend of 3,999,900 new shares and all share and per share information has been retroactively adjusted to reflect the
stock split.
Dividend Policy
We did not pay a cash dividend during the 2023 or
2022 fiscal years. We presently intend to retain our earnings, if any, to finance the development and growth of our business and operations
and do not anticipate declaring or paying cash dividends on our common stock in the foreseeable future. Any future determination as to
the declaration and payment of dividends, if any, will be at the discretion of our board of directors and will depend on then-existing
conditions, including our operating results, financial condition, contractual restrictions, capital requirements, business prospects,
and other factors our board of directors may deem relevant.
Transfer Agent and Registrar
The transfer agent and registrar for our common stock
is Interwest Transfer Company, Inc. (also known as Direct Transfer LLC).
Performance Graph and Purchases of Equity Securities
The Company is a smaller reporting company as defined
by Rule 12b-2 of the Exchange Act and is not required to provide the information required under this item.
Use of Proceeds
On July 23, 2021, we closed our initial public offering
pursuant to which we offered and sold 3,000,000 shares of our common stock at an offering price of $6.00 per share (for aggregate gross
proceeds of $18,000,000), pursuant to our Registration Statement on Form S-1 (as amended) (File No. 333-255134), which was declared effective
by the SEC on July 20, 2021, as amended by the Registration Statement on Form S-1 MEF (File No. 333-258058) filed with the SEC on July
20, 2021 and effective as of the date of filing. After deducting underwriting discounts and commissions of approximately $1,260,000, and
other offering expenses payable by us of approximately $1,567,150, we received approximately $15,849,037 in net proceeds from our initial
public offering. ThinkEquity LLC acted as the representative of the several underwriters for the offering. We also granted a 45-day option
to the representative of the underwriters to purchase up to 450,000 additional shares of common stock solely to cover over-allotments,
if any, which expired unexercised.
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At the time of the initial public offering, the primary
use of the net proceeds was as follows: (i) approximately $1,500,000 for production and marketing of our larger fully equipped boats.;
(ii) approximately $2,500,000 for the design, development, testing, manufacturing and marketing of our new line of electric boats; (iii)
approximately $6,000,000 for the design, development, testing, manufacturing and marketing of our fully electric propulsion system; (iv)
approximately $3,500,000 for acquisition of waterfront property and development of the Electra Power Sports- EV Innovation & Testing
Center, in Fort Pierce, Florida to build, design and manufacture our electric propulsion systems; and (v) the balance for working capital.
It was originally anticipated that we would retrofit
a gas-powered boat with an electric motor that would be designed by us and that we would also sell the motors to other third-party boat
manufacturers to retrofit their boats. The retrofitting would require extensive development, testing and manufacturing of multiple variations
of electric motors. However, consumer preference in the electric marine market was and is trending towards a single purchase of a fully
integrated electric boat rather than a retrofitted existing gas and diesel fuel powered boat with electric outboard motors and battery
packs. Therefore, we decided not to continue designing electric motors for retrofitting, resulting in us no longer needing any funding
for the design, development, testing, manufacturing and marketing of our fully electric propulsion system and instead those funds are
anticipated to be used for working capital needs.
Further, we originally anticipated that we would acquire
waterfront property for a testing center in Fort Pierce, the price of real estate in Florida has prohibited us from moving forward. Therefore,
we decided to use the $3,500,000 of funds to build additional manufacturing space at our Fort Pierce location.
The remaining planned use of proceeds has not changed
since the initial public offering.
Recent Sale
of Unregistered Securities
We did not sell
any equity securities during the years ended December 31, 2023 and 2022 in transactions that were not registered under the Securities
Act other than as disclosed in our filings with the SEC.
Issuer Purchases of Equity Securities
There were no issuer purchases of equity securities
during the years ended December 31, 2023 and 2022.
Equity Compensation Plan Information
Twin Vee
On April 8, 2021, our board of directors and our stockholders approved the
Twin Vee PowerCats Co. 2021 Stock Incentive Plan, as amended and restated on June 1, 2021 (the “2021 Plan”). The following
table provides information, as of December 31, 2023 with respect to options outstanding under the 2021 Plan.
Plan Category
Number of Securities to be Issued upon
Exercise of Outstanding Equity Compensation Plan Options*
Weighted- Average Exercise Price
of Outstanding Equity Compensation Plan Options
Number of Securities Remaining Available
for Future Issuance Under Equity Compensation Plans (excluding securities reflected in the first column) (1)
Equity compensation plans approved by security holders
1,271,016
3.99
291,734
Equity compensation plans not approved by security holders
—
Total
1,271,016
3.99
291,734
(1) The maximum number of shares of common stock that may be issued under
the 2021 Plan will automatically increase on January 1 of each calendar year for a period of ten years commencing on January 1, 2022 and
ending on (and including) January 1, 2031, in a number of shares of common stock equal to 4.5% of the total number of shares of common
stock outstanding on December 31 of the preceding calendar year; provided, however that the board of directors may act prior to January
1 of a given calendar year to provide that the increase for such year will be a lesser number of shares of common stock.
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2021 Stock Incentive Plan
See “Executive Compensation and Director Compensation—Employee
Benefit and Stock Plans—2021 Stock Incentive Plan” in Part III, Item 10 for a description of the Twin Vee PowerCats Co. 2021
Stock Incentive Plan.
Forza
On August 12, 2022, we adopted the Forza X1, Inc.
2022 Stock Incentive Plan (the “2022 Plan”). The following table provides information, as of December 31, 2023 with respect
to options outstanding under the 2022 Plan.
Plan Category
Number of Securities to be Issued upon
Exercise of Outstanding Equity Compensation Plan Options*
Weighted- Average Exercise Price
of Outstanding Equity Compensation Plan Options
Number of Securities Remaining Available
for Future Issuance Under Equity Compensation Plans (excluding securities reflected in the first column) (1)
Equity compensation plans approved by security holders
1,889,917
2.75
80,333
Equity compensation plans not approved by security holders
—
Total
1,889,917
2.75
80,333
(1) The maximum number of shares of common stock that may be issued under
the 2022 Plan will automatically increase on January 1 of each calendar year for a period of ten years commencing on January 1, 2024 and
ending on (and including) January 1, 2033, in a number of shares of common stock equal to 4.5% of the total number of shares of common
stock outstanding on December 31 of the preceding calendar year; provided, however that the board of directors may act prior to January
1 of a given calendar year to provide that the increase for such year will be a lesser number of shares of common stock.
Item 6. [Reserved].