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~~the ofSecurities ~~Report~~Exchange ~~(Date~~Act of ~~earliest event reported): October 20, 2023~~1934

Date of Report (Date of earliest event reported): October 31, 2023

ARCIMOTO, INC.

(Exact name of registrant as specified in its charter)

Oregon

(State or other jurisdiction of incorporation)

001-38213		26-1449404
(Commission		(IRS Employer
File Number)		Identification No.)

2034 West 2nd Avenue, Eugene, OR 97402

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (541) 683-6293

(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:

☐ 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))

☐ 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))

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

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common stock, no par value		FUV		Nasdaq Stock Market LLC

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

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. ☐

Item 35.0102. ~~Notice~~Departure of ~~Delisting~~Directors ofor ~~Failure~~Certain toOfficers; ~~Satisfy~~Election aof ~~Continued~~Directors; ~~Listing~~Appointment ~~Rule~~of orCertain ~~Standard~~Officers; ~~Transfer~~Compensatory Arrangements of ~~Listing~~Certain Officers.

On October 2031, 2023, ~~Arcimoto,~~ ~~Inc~~Ms. ~~(the~~Christina ~~“Company”)~~J. ~~received~~Cook, awho ~~letter~~has served ~~from~~as the ~~Listing~~Chief ~~Qualifications~~Financial ~~Staff~~Officer ~~(the “Staff”)~~ of ~~the~~Arcimoto, ~~Nasdaq Stock~~Inc. ~~Market LLC~~ (the “~~Nasdaq~~Company”), ~~indicating~~notified ~~that~~ the ~~bid~~Company ~~price~~ of ~~the~~her ~~Company’s~~decision ~~common~~to ~~stock,~~resign nofrom her ~~par~~position, ~~value~~effective ~~(the~~October ~~“Common Stock”)~~31, ~~had closed below $1~~2023.00 ~~per~~On ~~share~~November ~~for 30 consecutive business days and~~3, ~~as a result~~2023, the Company’s isboard ~~not~~of indirectors ~~compliance~~determined ~~with Nasdaq~~that ~~Listing~~upon ~~Rule~~Ms. ~~5450(a)(1)~~Cook’s resignation, ~~which~~Mr. ~~sets~~Christopher ~~forth~~Dawson, the ~~minimum~~Company’s ~~bid~~current ~~price~~Chief ~~requirement~~Executive ~~for~~Officer, ~~continued~~will ~~listing~~serve onas the ~~Global Market (the “Minimum Bid Requirement“). Nasdaq~~Company’s ~~notice~~interim ~~has~~Chief Financial noOfficer ~~immediate~~and ~~effect~~will onassume the ~~listing~~roles of ~~the~~principal ~~Company’s~~financial ~~Common~~officer ~~Stock~~and onprincipal ~~Nasdaq~~accounting officer.

~~Pursuant~~Mr. toDawson, ~~Nasdaq~~age ~~Listing~~41, has been a member of our board ~~Rule~~of ~~5810(c)(3)(A)~~directors since August 2022. On April 16, 2023, Mr. Dawson was appointed as our Chief Executive Officer. Until his appointment as our Chief Executive Officer, Mr. Dawson was the ~~Company~~Chief ~~has~~Executive ~~180~~Officer ~~calendar~~of ~~days~~Nikola toTesla ~~regain~~Co., ~~compliance~~an engineering services company with ~~the~~projects that ~~Minimum~~include ~~Bid~~electrification, ~~Requirement~~hybridization, EV charging, hydrogen powertrain development, hydrogen powered VTOL, hydrogen power systems, fuel cell and hydrogen electrolyzer development. ToFrom ~~regain~~November ~~compliance~~2021 to November 2022, he was the Chief Technology Officer for both HNO ~~closing~~international ~~bid~~and ~~price~~Tesla ofAerial ~~the~~Robotics. ~~Company's~~He ~~Common~~also ~~Stock~~served ~~must~~as beChief atEngineer ~~least~~on $1various U.00S. ~~per~~Department ~~share~~of ~~for~~Defense aprojects. ~~minimum~~Mr. Dawson was an initial investor in Atlis Motor Vehicles (NASDAQ: AMV) in 2019, and subsequently led Research and Development, Engineering, and Product Development as Vice President of ~~ten~~Manufacturing ~~consecutive~~Engineering ~~business~~from ~~days~~September ~~during~~2020 to September 2021 for the XT Truck, XP Platforms, and AMV ~~this~~Battery ~~180-day~~Cell. ~~period~~From November 2019 to June 2020, Mr. Dawson was a Director of Crown Poly, Inc. Mr. Dawson started at ~~which~~Tesla (NASDAQ: TSLA) in 2012 as a contractor and came on full time in 2014. During the ~~Staff~~subsequent ~~will~~five ~~provide~~years ~~written~~through ~~notification~~November to2019, ~~the~~he ~~Company~~held ~~that~~positions itof ~~complies~~increasingly progressive ~~with~~responsibility, ~~the~~culminating ~~Minimum~~as ~~Bid~~Senior ~~Requirement~~Manufacturing Engineer and Maintenance Manager. In these roles, Mr. Dawson led manufacturing ~~unless~~sustaining engineering teams for Tesla on the ~~Staff~~Model ~~exercises~~S/X line, Model 3 line and its ~~discretion~~battery tofactory ~~extend~~in ~~this~~Freemont, ~~ten-day~~California. ~~period~~He ~~pursuant~~has tobeen developing ~~Nasdaq~~EVs ~~Listing~~for ~~Rule~~on ~~5810(c)(3)(H)~~road, off road and the battlefield for the last 10 years. He is a former U.S. Navy submarine nuclear chemist and helicopter flight Instructor. He holds an MBA from University of Denver, a BS in Nuclear Technologies from Excelsior College and Helicopter Flight Instruction from Aims Community College.

InMr. ~~the~~Dawson ~~event~~has ~~that~~no ~~Company does~~family ~~not~~relationship ~~regain compliance~~ with ~~the~~any ~~Minimum Bid Requirement prior to the expiration of the 180-day compliance period, the Company may~~director beor ~~eligible~~executive ~~for~~officer additional time to regain compliance pursuant to Nasdaq Listing Rule 5810(c)(3)(A)(ii) by transferring to the Nasdaq Capital Market. To qualify, the Company would need to submit a Transfer Application and a $5,000 application fee before the end of the ~~180-day compliance period. In addition, the~~ Company ~~would be required to meet the continued listing requirement for market value of publicly held shares~~ and ~~all~~has ~~other~~not ~~initial~~been listing standards for initial listing on the Nasdaq Capital Market (except the bid price requirement) based on the Company’s most recent public filings and market information, and the Company must notify Nasdaq of its intent to cure this deficiency during the second compliance period by effective a ~~reverse~~party ~~stock split if necessary. If the Staff concludes that the Company will not be able~~ to ~~cure~~any ~~the~~transaction ~~deficiency,~~with ~~or should~~ the Company ~~determine~~that ~~not~~is ~~to submit a transfer application or make the~~ required ~~representation, the~~to ~~Staff will provide notice that the Company’s securities will~~ be ~~subject~~reported toin ~~delisting. The Company intends to closely monitor~~this ~~the~~Current ~~closing~~Report ~~bid~~on ~~price~~Form ~~of the Common Stock and consider all available options to remedy the bid price deficiency to regain compliance with the Minimum Bid Requirement~~8-K.

1As of the date of this report, no new compensatory arrangements have been entered into in connection with the appointment of Mr. Dawson as interim Chief Financial Officer.

~~SIGNATURES~~1

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

	ARCIMOTO, INC.
Date: October 23, 2023	By:	/s/ Christopher Dawson
		Christopher Dawson
		Chief Executive Officer

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

	ARCIMOTO, INC.

Date: November 3, 2023	By:	/s/ Christopher Dawson
		Christopher Dawson
		Chief Executive Officer

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