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): August 25, 2016
Sono-Tek Corporation
(Exact name of registrant as specified in its charter)
Commission File Number: 0-16035
| New York | 14-1568099 |
| (State of Incorporation) | (I.R.S. Employer ID No.) |
| 2012 Route 9W, Milton, New York | 12547 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code (845) 795-2020
Check appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under 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)) |
Item 2.02: Results of Operations and Financial Condition.
Item 7.01: Regulation FD Disclosure
On August 26, 2016, 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 25, 2016, in the form attached as exhibit 99.1.
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 25, 2016:
| 1. | The shareholders elected, by a plurality of the votes cast, all four nominees to the Board of Directors to serve until the Annual Meeting of Shareholders in 2018 and until their successors are duly elected and qualified. |
| Nominee | For | Against | Broker Non-Votes | |
| Edward J. Handler, III | 3,480,706 | 22,700 | 7,487,459 | |
| Eric Haskell | 3,481,206 | 22,200 | 7,487,459 | |
| Dr. Donald F. Mowbray | 3,480,706 | 22,700 | 7,487,459 | |
| Samuel Schwartz | 3,480,206 | 23,200 | 7,487,459 |
Dr. Christopher L. Coccio, Dr. Joseph Riemer, Philip Strasburg and R. Stephen Harshbarger, 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 Ligget & Webb, P.A., as the Company’s independent auditors for the fiscal year ending February 28, 2017. |
| For: | 10,796,572 | |
| Against: | 45,006 | |
| Abstained: | 149,287 | |
| 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: | 3,129,253 | |
| Against: | 78,540 | |
| Abstained: | 295,613 | |
| Broker non Votes: | 7,487,459 |
Item 9.01: Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release dated August 26, 2016.
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 26, 2016