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
October 25, 2024
Date of Report (Date of earliest event reported)
TAYLOR DEVICES, INC.
|
(Exact name of registrant as specified in its charter)
|
New York
| 000-3498
| 16-0797789
|
(State or other jurisdiction
of incorporation)
| (Commission File
Number)
| (IRS Employer
Identification No.)
|
90 Taylor Drive, North Tonawanda, New York
|
| 14120
|
(Address of principal executive offices)
|
| (Zip Code)
|
Registrant's telephone number, including area code: (716) 694-0800
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
|
Name of each exchange on which registered
|
Common Stock, $.025 par value per share
Preferred Stock Purchase Rights
| TAYD
N/A
| The Nasdaq Stock Market LLC
The Nasdaq Stock Market LLC
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 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 25, 2024, Taylor Devices, Inc. (the “Company”) held its 2024 Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, shareholders approved each of management’s proposals, which consisted of: (i) the election of John Burgess as a Class 1 Director, to serve a three-year term expiring in 2027; (ii) the election of F. Eric Armenat as a Class 1 Director, to serve a three-year term expiring in 2027; and (iii) the ratification of the appointment of Lumsden & McCormick, LLP as the independent registered public accounting firm of the Company for the fiscal year ending May 31, 2025.
Proposal 1: Election of John Burgess
The following table reflects the tabulation of votes with respect to the election of John Burgess as a Class 1 Director, to serve a three-year term expiring in 2027.
Votes For
| Votes Withheld
| Broker Non-Votes
|
909,705
| 613,886
| 660,259
|
Proposal 2: Election of F. Eric Armenat
The following table reflects the tabulation of votes with respect to the election of F. Eric Armenat as a Class 1 Director, to serve a three-year term expiring in 2027.
Votes For
| Votes Withheld
| Broker Non-Votes
|
1,071,520
| 452,071
| 660,259
|
Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm
The following table reflects the tabulation of votes with respect to the appointment of Lumsden & McCormick, LLP as the independent registered public accounting firm of the Company for the fiscal year ending May 31, 2025.
Votes For
| Votes Against
| Votes Abstained
| Broker Non-Votes
|
2,144,113
| 3,242
| 36,495
| —
|
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.
| TAYLOR DEVICES, INC.
|
|
| (Registrant)
|
|
Date: October 28, 2024
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By:
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/s/ Paul Heary
|
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| Paul Heary, Chief Financial Officer
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