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 of Report (Date of Earliest Event Reported): October 5, 2023

 

FREQUENCY ELECTRONICS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

1-8061

11-1986657

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number) 

Identification No.)

 

55 Charles Lindbergh Blvd., Mitchel Field, NY

11553

(Address of principal executive offices)

(Zip Code)

 

(516) 794-4500

(Registrant's telephone number, including area code)

 

Not Applicable

(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 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 (par value $1.00 per share)

FEIM

NASDAQ Global Market

 

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.

 

On October 5, 2023, Frequency Electronics, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”).   A total of 6,875,607 shares or 73% of the shares of Common Stock of the Company entitled to vote at the Annual Meeting were represented in person or by proxy, and the stockholders:

 

• elected each of the Company’s nominees for director to serve for terms of one year and until their respective successors are elected and qualified;
   
• ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2024; and
   
• approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers.

 

The voting results at the Annual Meeting were as follows:

 

1.         Election of the following four directors:

 

DIRECTOR

  

FOR

  

WITHHELD

  

BROKER NON-VOTES

Jonathan Brolin

  

4,242,029

  

1,319,496

  

1,314,082

Lance Lord

  

3,831,509

  

1,730,016

  

1,314,082

Russell Sarachek

  

5,305,081

  

256,444

  

1,314,082

Richard Schwartz

  

3,427,744

  

2,133,781

  

1,314,082

 

2.         Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2024:

 

FOR

  

AGAINST

  

ABSTAIN

  

BROKER NON-VOTES

6,863,878

  

4,837

  

6,892

  

0

 

3.         Approval of the non-binding advisory vote on the compensation of the Company’s named executive officers:

 

FOR

  

AGAINST

  

ABSTAIN

  

BROKER NON-VOTES

5,264,256

  

287,760

  

9,509

  

1,314,082

 

 
 

 

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.

 

 

 

FREQUENCY ELECTRONICS, INC.

 

 

 

 

 

 

 

 

 

 

By:

/s/ Steven Bernstein

 

 

 

     Steven Bernstein

 

 

 

     Chief Financial Officer, Secretary and Treasurer

 

Dated: October 10, 2023

 

 

 

 
false 0000039020 0000039020 2023-10-05 2023-10-05
v3.23.3
Document And Entity Information
Oct. 05, 2023
Document Information Line Items  
Entity Registrant Name FREQUENCY ELECTRONICS, INC.
Trading Symbol FEIM
Document Type 8-K
Amendment Flag false
Entity Central Index Key 0000039020
Document Period End Date Oct. 05, 2023
Entity Emerging Growth Company false
Entity Incorporation, State or Country Code DE
Entity File Number 1-8061
Entity Tax Identification Number 11-1986657
Entity Address, Address Line One 55 Charles Lindbergh Blvd.
Entity Address, City or Town Mitchel Field
Entity Address, State or Province NY
Entity Address, Postal Zip Code 11553
City Area Code (516)
Local Phone Number 794-4500
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock (par value $1.00 per share)
Security Exchange Name NASDAQ
Frequency Electronics (NASDAQ:FEIM)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Frequency Electronics Charts.
Frequency Electronics (NASDAQ:FEIM)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Frequency Electronics Charts.