UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
July 14, 2022
CVD EQUIPMENT CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
New York | 1-16525 | 11-2621692 | ||
(State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (IRS Employer Identification No.) |
355 South Technology Drive Central Islip, New York | 11722 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (631) 981-7081
(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 | CVV | NASDAQ Capital 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 |
The 2022 Annual Meeting of Shareholders (the “Annual Meeting”) of CVD Equipment Corporation (the “Company”) was held on July 14, 2022. At the Annual Meeting, the shareholders voted on the following five proposals and cast their votes as described below. The proposals are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on June 1, 2022.
Proposal 1: | The election of the five nominees listed below to serve on the Board of Directors of the Company until the 2023 Annual Meeting of Shareholders and until their respective successors have been duly elected and qualified. |
Nominee | Number of Votes Cast in Favor | Number of Votes Withheld | Number of Broker Non- Votes | |||
Emmanuel Lakios | 2,857,804 | 62,571 | 2,172,208 | |||
Lawrence J. Waldman | 2,857,414 | 62,961 | 2,172,208 | |||
Conrad J. Gunther | 2,856,654 | 63,721 | 2,172,208 | |||
Raymond A. Nielsen | 2,551,054 | 369,321 | 2,172,208 | |||
Robert M. Brill | 2,857,454 | 62,921 | 2,172,208 |
Proposal 2: | The ratification of Marcum, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022. |
Number of Votes Cast in Favor | Number of Votes Cast Against | Number of Votes Abstain | ||
5,036,346 | 42,958 | 13,279 |
Proposal 3: | The approval of a non-binding advisory resolution supporting the compensation of the Company’s named executive officers. |
Number of Votes Cast in Favor | Number of Votes Cast Against | Number of Votes Abstain | Number of Broker Non- Votes | |||
2,670,485 | 167,660 | 82,230 | 2,172,208 |
Proposal 4: | The approval of a non-binding advisory resolution regarding the frequency of future non-binding advisory votes related to future named executive officer compensation. |
Number of Votes Cast for Three Years | Number of Votes Cast for Two Years | Number of Votes Cast for One Year | Number of Votes Cast for Abstain | Number of Broker Non-Votes | ||||
1,363,095 | 24,952 | 1,420,655 | 111,673 | 2,172,208 |
Proposal 5: | The approval of the 2022 CVD Equipment Corporation Share Incentive Plan. |
Number of Votes Cast in Favor | Number of Votes Cast Against | Number of Votes Abstain | Number of Broker Non- Votes | |||
2,673,950 | 153,323 | 93,102 | 2,172,208 |
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 thereunto duly authorized.
Date: July 15, 2022
CVD EQUIPMENT CORPORATION | |||
By: | /s/ Thomas McNeill | ||
Name: | Thomas McNeill | ||
Title: | Executive Vice President and Chief Financial Officer and Secretary |