Dragonfly Energy Holdings Corp. 8-K

What Happened
Dragonfly Energy Holdings Corp. announced that, effective June 18, 2026, the Board appointed Lukas Lutz as an independent, Class B director and as a member of the Nominating and Corporate Governance Committee, replacing Brian Nelson. Mr. Lutz’s term runs until the Company’s 2027 annual meeting of stockholders (or until his successor is elected or earlier resignation/removal).

Key Details

• Appointment date: June 18, 2026; Class B director term expires at the 2027 annual meeting.
• Equity grant: 10,000 restricted stock units (RSUs); 5,000 RSUs vested at grant date, 5,000 RSUs vest on the one‑year anniversary, subject to continued service.
• RSUs governed by the Company’s 2022 Equity Incentive Plan and a related RSU agreement.
• Cash/fee compensation: Mr. Lutz will receive the Company’s standard non‑employee director fees as described in the 2025 Form 10‑K (filed March 30, 2026).
• No arrangements, understandings, or related‑party transactions requiring disclosure under Item 404(a) of Regulation S‑K.

Why It Matters
Board composition and committee membership affect corporate governance and oversight. This appointment fills a board seat and maintains membership on the Nominating and Corporate Governance Committee. The RSU award and standard director fees align Mr. Lutz’s compensation with typical independent director incentives; the vesting schedule ties part of the grant to continued service through at least one year. The filing notes no related‑party transactions or special arrangements connected to his selection.