BK Technologies Corp 8-K, filed Dec 21, 2021
BK Technologies Corp (BKTI)
About this 8-K
BK Technologies Corp filed this 8-K on December 21, 2021, reporting on events of December 17, 2021.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter) |
(State or other jurisdiction of | (Commission | (IRS Employer | ||
incorporation or organization) | File No.) | Identification Number) |
(Address of principal executive offices) | (Zip Code) |
(
(Registrant’s telephone number including area code)
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):
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
| Trading Symbol(s) |
| Name of Each Exchange |
|
|
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 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Stockholders of BK Technologies Corporation (the “Company”) held on December 17, 2021, the Company’s stockholders: (i) elected D. Kyle Cerminara, Michael R. Dill, R. Joseph Jackson, Charles T. Lanktree, E. Gray Payne, John M. Suzuki, and Inez M. Tenenbaum to serve as directors of the Company until the next annual meeting of stockholders and until their respective successors are duly elected and qualified; (ii) ratified the appointment of MSL, P.A. as the Company’s independent registered public accounting firm for fiscal year 2021; (iii) approved an amendment to the Company’s Articles of Incorporation to increase the number of authorized common stock from 20 million to 50 million and to make a corresponding change to the number of authorized shares of capital stock, and (iv) approved an amendment to the Company’s 2017 Incentive Compensation Plan (the “Plan”) to increase the number of authorized shares under the Plan from 1 million shares to 3 million shares.
The voting results for each proposal were as follows:
Proposal No. 1 – Election of Directors:
|
| For |
|
| Withheld |
|
| Broker Non-Votes |
| |||
D. Kyle Cerminara |
|
| 8,985,093 |
|
|
| 358,750 |
|
|
| 4,237,337 |
|
Michael R. Dill |
|
| 8,940,772 |
|
|
| 403,071 |
|
|
| 4,237,337 |
|
R. Joseph Jackson |
|
| 9,042,564 |
|
|
| 301,279 |
|
|
| 4,237,337 |
|
Charles T. Lanktree |
|
| 8,943,706 |
|
|
| 400,137 |
|
|
| 4,237,337 |
|
E. Gray Payne |
|
| 8,909,600 |
|
|
| 434,243 |
|
|
| 4,237,337 |
|
John M. Suzuki |
|
| 9,198,588 |
|
|
| 145,255 |
|
|
| 4,237,337 |
|
Inez M. Tenenbaum |
|
| 9,038,764 |
|
|
| 305,079 |
|
|
| 4,237,337 |
|
Proposal No. 2 – Ratification of Appointment of MSL, P.A.:
For |
|
| Against |
|
| Abstain |
|
| Broker Non-Votes |
| ||||
| 13,432,109 |
|
|
| 146,191 |
|
|
| 2,880 |
|
|
| 0 |
|
Proposal No. 3 – Approval of an Amendment to the Company’s Certificate of Incorporation to Increase the Authorized Number of Shares of Common Stock from 20 Million to 50 Million:
For |
|
| Against |
|
| Abstain |
|
| Broker Non-Votes |
| ||||
| 11,949,640 |
|
|
| 1,564,090 |
|
|
| 67,450 |
|
|
| 0 |
|
Proposal No. 4 – Approval of an Amendment to the Company’s 2017 Incentive Compensation Plan to Increase the Number of Authorized Shares Under the Plan from 1 Million Shares to 3 Million Shares:
For |
|
| Against |
|
| Abstain |
|
| Broker Non-Votes |
| ||||
| 8,699,683 |
|
|
| 230,677 |
|
|
| 413,482 |
|
|
| 4,237,338 |
|
2 |
SIGNATURES
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.
BK TECHNOLOGIES CORPORATION | |||
Date: December 20, 2021 | By: | /s/ William P. Kelly | |
|
| William P. Kelly | |
Executive Vice President and | |||
| Chief Financial Officer | |||
3 |