UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~ Section 13 ORor 15(d) OFof ~~THE~~the

~~SECURITIES~~Securities ~~EXCHANGE~~Exchange ~~ACT~~Act ~~OF 1934~~of 1934

Date of Report (Date of earliest event reported): ~~December~~April 141, ~~2010~~2011

HQ Sustainable Maritime Industries, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-33473	62-1407522
(State or other jurisdiction of incorporation)	(Commission file number)	(IRS employer identification no.)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

Melbourne Towers, 1511 Third Avenue, Suite 788, Seattle, WA 98101

(Address of ~~principal~~Principal ~~executive~~Executive ~~offices~~Office) (Zip Code)

98101

(Zip code)

206-621-9888

(Registrant’s telephone number, including area code)

~~Not applicable~~N/A

(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 ~~(see General Instruction A.2. below)~~:

¨	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 ~~1 3e~~13e-4(c) under the Exchange Act (17 CFR 240.~~1 3e~~13e-4(c))

~~Item~~Section 3 ~~5.02.~~– ~~Departure~~Securities ofand ~~Directors~~Trading orMarkets ~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~

AtItem ~~the~~3.01 ~~Annual~~Notice ~~Meeting~~ of ~~Stockholders~~Delisting ofor HQFailure Sustainable Maritime Industries, Inc. (the “Company”) held on December 14, 2010, the Company’s stockholders approved the HQ Sustainable Maritime Industries, Inc. 2010 Stock Incentive Plan (the “2010 Plan”). The 2010 Plan authorizes the Company to ~~grant~~Satisfy ~~equity~~a ~~awards~~Continued toListing ~~directors, employees~~Rule ~~(including~~or ~~executive~~Standard; ~~officers),~~Transfer consultants and other service providers, as more fully described and summarized in the Company’s Proxy Statement, which was included in the Schedule 14A filed with the Securities and Exchange Commission on November 19, 2010. The 2010 Plan, which was included as Annex A to the Proxy Statement, is incorporated herein by reference. Copies of the Form of Incentive Stock Option Agreement, the Form of Non-Qualified Stock Option Agreement and the Form of Restricted Stock Award Agreement are attached hereto as Exhibit 10.2, Exhibit 10.3 and Exhibit 10.4, respectively, and are incorporated herein by reference. Listing

~~Item~~On 5April 1, 2011, HQ Sustainable Maritime Industries, Inc.~~07.~~ ~~Submission~~(the “Company”) received a notice from the NYSE Amex LLC (the “Exchange”) notifying the Company that was not in compliance with continued listing standards set forth under Sections 134 and 1101 of ~~Matters~~the Exchange Company Guide since the Company was yet to afile ~~Vote~~its Annual Report on Form 10-K for the fiscal year ended December 31, 2010. The Exchange notified the Company that pursuant to Section 1003(d) of ~~Security~~the ~~Holders~~Company Guide, the Exchange was authorized to suspend and, unless prompt corrective action is taken, remove the Company’s securities from the Exchange. Currently, the trading in the Company’s securities has been halted.

~~The~~In ~~Company~~order ~~held~~to maintain its ~~Annual Meeting of Stockholders on December 14~~listing, ~~2010. Proxies for~~ the ~~meeting~~Company ~~were~~must ~~solicited~~submit ~~pursuant to Section 14(~~a) plan of ~~the~~compliance ~~Securities~~by ~~Exchange Act of 1934~~April 15, ~~and~~2011 ~~there was~~advising ~~no solicitation in opposition to~~ the ~~board’s~~Exchange ~~solicitation. There~~staff ~~were~~of ~~three matters acted upon at~~ the ~~meeting:~~actions ~~(i) a~~it ~~proposal~~has totaken, ~~elect~~or ~~seven~~will ~~directors~~take, ~~for~~that ~~terms~~would ~~expiring~~bring at the ~~2011~~Company ~~Annual~~into ~~Meeting~~compliance ofwith ~~Stockholders,~~foregoing ~~(ii) a proposal~~Sections toby ~~ratify~~no ~~the~~later ~~appointment of Schwartz Levitsky Feldman LLP~~than June 30, as2011. ~~the~~The Company’s ~~independent~~is ~~registered~~taking ~~public~~steps ~~accounting~~to ~~firm~~prepare and ~~(iii)~~ submit such a ~~proposal~~plan to ~~approve and adopt~~ the HQExchange ~~Sustainable~~staff ~~Maritime Industries, Inc. 2010 Stock Incentive Plan. All three proposals were approved~~ by the ~~Company’s~~required ~~stockholders~~submission ~~pursuant to the voting results set forth below~~date.

~~(1)~~If ~~Proposal~~the Company’s plan to ~~elect~~regain ~~seven~~compliance ~~directors~~is ~~for~~accepted ~~terms~~by ~~expiring~~the atExchange, the ~~2011~~Company ~~Annual~~may ~~Meeting~~be able to continue its listing during this period, during which time it will be subject to periodic review to determine progress consistent with the plan. If, however, the plan is not accepted by the Exchange, the Company will be subject to delisting procedures as set forth in the Company Guide. Under Company Guide rules, the Company has the right to appeal the determination by the Exchange staff to initiate delisting proceedings. There is no assurance that the Exchange staff will accept the Company’s plan of ~~Stockholders~~compliance or that, even if such plan is accepted, the Company will be able to implement the plan within the prescribed timeframe.

Nominee	For		Withheld
Norbert Sporns		105,428,813		925,231
Lillian Wang Li		105,350,451		1,003,593
Harry Wang Hua		105,425,738		928,306
Fred Bild		106,224,894		129,150
Kevin M. Fitzsimmons		106,230,144		123,900
Andrew Intrater		106,229,144		124,900
Daniel Too		106,226,344		127,700

Item 8.01

Other Events

~~(2)~~On April 7, ~~Proposal~~2011, tothe ~~ratify~~Company issued a press release disclosing its receipt of the ~~appointment~~notice summarized above from the Exchange. A copy of ~~Schwartz~~the ~~Levitsky~~press ~~Feldman~~release ~~LLP,~~is furnished as ~~the~~Exhibit ~~Company’s~~No. 99.1 ~~independent~~to ~~registered~~this ~~public~~Current ~~accounting~~Report ~~firm~~on Form 8-K and is incorporated herein by reference.

For				Against				Abstain				Broker Non-Votes
	113,002,300				262,812				343,617				0

Section 9

Exhibits

~~(3)~~Item ~~Proposal to approve and adopt the HQ Sustainable Maritime Industries, Inc~~9.01 ~~2010 Stock Incentive Plan~~Exhibits

For				Against				Abstain				Broker Non-Votes
	105,831,254				428,181				94,609				7,254,685

99.1 Press release.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		HQ Sustainable Maritime Industries, Inc. 2010 Stock Incentive Plan (incorporated herein by reference to Annex A to the Company’s Proxy Statement, which was included in the Schedule 14A filed with the Securities and Exchange Commission on November 19, 2010)
10.2		Form of Incentive Stock Option Agreement
10.3		Form of Non-Qualified Stock Option Agreement
10.4		Form of Restricted Stock Award Agreement

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~registrant~~Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.


HQ Sustainable Maritime Industries, Inc.

By:		/s/ Norbert Sporns
		Norbert Sporns Chief Executive Officer and President

3Date: April 7, 2011

~~EXHIBIT~~Exhibit ~~INDEX~~Index

Exhibit No.		Description
10.1		HQ Sustainable Maritime Industries, Inc. 2010 Stock Incentive Plan (incorporated herein by reference to Annex A to the Company’s Proxy Statement, which was included in the Schedule 14A filed with the Securities and Exchange Commission on November 19, 2010)
99.1		Press release.
10.2		Form of Incentive Stock Option Agreement
10.3		Form of Non-Qualified Stock Option Agreement
10.4		Form of Restricted Stock Award Agreement

HQ Sustainable Maritime Industries, Inc.

Date: December 20, 2010

/s/ Norbert Sporns

Norbert Sporns

Chief Executive Officer and President

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