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Blonder Tongue Laboratories (BDRL)

Filed: 26 May 22, 4:20pm

 

 

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): May 25, 2022

 

Blonder Tongue Laboratories, Inc.

(Exact Name of registrant as specified in its charter)

 

Delaware

 

1-14120

 

52-1611421

 (State or other jurisdiction
of incorporation)

 

 (Commission File Number)

 

 (I.R.S. Employer
Identification No.)

 

One Jake Brown Road, Old Bridge, New Jersey 08857

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (732) 679-4000

 

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:

 

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 $.001 BDR NYSE American

 

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.

 

The 2022 Annual Meeting of Stockholders of Blonder Tongue Laboratories, Inc. (the “Company”) was held on May 25, 2022. On April 14, 2022, the record date for the 2022 Annual Meeting, 13,271,749 shares of the Company’s common stock were outstanding and entitled to one vote per share upon all matters submitted at the 2022 Annual Meeting. The matters voted on at the 2022 Annual Meeting and the voting results for each matter are set forth below.

 

(i) Election of Directors. The following nominees were elected to serve as Class III directors of the Company, each to hold office for a three-year term to expire at the Company’s annual meeting of stockholders in 2025.

 

NOMINEE FOR  WITHHELD  BROKER NON-VOTES 
Charles E. Dietz  6,361,972   636,143   3,009,437 
Michael Hawkey  6,386,100   612,015   3,009,437 
James F. Williams  6,234,385   763,560   3,009,437 

 

(ii) Proposal to amend the 2016 Director Equity Incentive Plan to increase the aggregate number of shares of common stock available for grants and awards by 750,000. Stockholders approved the amendment to the 2016 Director Equity Incentive Plan.

 

FOR AGAINST ABSTAIN BROKER NON-VOTES
6,409,323 576,116 12,676 3,009,437

 

(iii) Proposal to amend the Company’s Restated Certificate of Incorporation to increase the authorized shares of the common stock of the Company from 25,000,000 to 50,000,000. Stockholders approved the amendment to the Restated Certificate of Incorporation.

 

FOR AGAINST ABSTAIN BROKER NON-VOTES
9,628,406 377,550 1,596 0

 

(iv) Advisory vote on executive compensation. Stockholders passed an advisory resolution to approve the Company’s executive compensation.

 

FOR AGAINST ABSTAIN BROKER NON-VOTES
6,302,853 323,881 371,381 3,009,437

 

(v) Ratification of Independent Registered Public Accounting Firm. Stockholders approved a proposal to ratify the appointment of Marcum LLP, certified public accountants, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.

 

FOR AGAINST ABSTAIN BROKER NON-VOTES
9,970,990 30,144 6,418 0

 

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SIGNATURE

 

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.

 

 BLONDER TONGUE LABORATORIES, INC.
   
 By:/s/ Eric Skolnik
  Eric Skolnik
  Senior Vice President and Chief Financial Officer

 

Date: May 26, 2022

 

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