UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Section 5 – Corporate Governance and Management
Item 5.07: Submission of Matters to a Vote of Security Holders.
The following matters were voted upon at the Company’s annual meeting of shareholders held on August 18, 2022:
| 1. | The shareholders elected, by a plurality of the votes cast, three nominees to the Board of Directors to serve until the Annual Meeting of Shareholders in 2024 and until their successors are duly elected and qualified. |
| Nominee | For | Against | Broker Non-Votes | |
| Dr. Donald F. Mowbray | 6,309,261 | 90,702 | 4,734,076 | |
| Eric Haskell | 6,333,406 | 66,557 | 4,734,076 | |
| Carol O’Donnell | 6,263,247 | 136,716 | 4,734,076 |
Dr. Christopher L. Coccio, Dr. Joseph Riemer, R. Stephen Harshbarger and Philip Strasburg, who were not standing for re-election, continued to serve as Directors following the annual meeting.
| 2. | The shareholders ratified by the affirmative vote of the majority of the votes cast on the proposal, the appointment of Friedman LLP, as the Company’s independent auditors for the fiscal year ending February 28, 2023. |
| For: | 10,873,439 | |
| Against: | 259,425 | |
| Abstained: | 1,175 | |
| There were no broker non-votes. | ||
| 3. | The shareholders approved, in a non-binding advisory vote, the compensation of the Company’s named executive officers. |
| For: | 5,682,123 | |
| Against: | 665,482 | |
| Abstained: | 52,358 | |
| Broker Non-Votes: | 4,734,076 |
Item 7.01: Regulation FD Disclosure
On August 18, 2022, Sono-Tek Corporation issued a press release regarding comments made by Dr. Christopher L. Coccio, Chairman and CEO and R. Stephen Harshbarger, President at the Company’s annual meeting of shareholders held on August 18, 2022 in the form attached as exhibit 99.1.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01: Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press Release dated August 18, 2022. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SONO-TEK CORPORATION
By: /s/ Stephen J. Bagley
Stephen J. Bagley
Chief Financial Officer
August 18, 2022