Current Report Filing (8-k)
May 08 2019 - 7:45AM
Edgar (US Regulatory)
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 8, 2019 (May 7, 2019)
MISONIX,
INC.
(Exact
name of Registrant as specified in its charter)
New
York
|
|
001-10986
|
|
11-2148932
|
(State
or Other Jurisdiction
of
Incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification
Number)
|
1938
New Highway, Farmingdale, New York
|
|
11735
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
(631)
694-9555
(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:
☐ 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))
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 ☐
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Common
Shares, $0.01 par value
|
Trading
Symbol
MSON
|
Name
of exchange on which registered
The
Nasdaq Global Market
|
|
Item
5.07.
|
Submission
of Matters to a Vote of Security Holders.
|
At
the annual meeting of shareholders of Misonix, Inc. (the “Company”) held on May 7, 2018, the shareholders of the Company:
|
(i)
|
elected
Charles Miner III, Stavros G. Vizirgianakis, Patrick A. McBrayer, Thomas M. Patton and Gwendolyn A. Watanabe to serve as directors
of the Company;
|
|
(ii)
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approved,
on a non-binding advisory basis, the compensation of the Company’s named executive officers;
|
|
(iii)
|
approved,
on a non-binding advisory basis, a frequency of one year for future non-binding advisory votes on the compensation of the
Company’s named executive officers; and
|
|
(iv)
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ratified
the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending
June 30, 2019.
|
1.
The votes cast by shareholders with respect to the election of directors were as follows:
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Votes
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Votes
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Broker
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Director
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“For”
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Withheld
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Non-Votes
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|
|
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|
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Charles Miner III
|
|
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3,145,449
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|
|
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715,970
|
|
|
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3,183,458
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Stavros G. Vizirgianakis
|
|
|
3,605,438
|
|
|
|
255,981
|
|
|
|
3,183,458
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Patrick A. McBrayer
|
|
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3,604,333
|
|
|
|
257,086
|
|
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|
3,183,458
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Thomas M. Patton
|
|
|
3,603,933
|
|
|
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257,486
|
|
|
|
3,183,458
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Gwendolyn A. Watanabe
|
|
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3,855,409
|
|
|
|
6,010
|
|
|
|
3,183,458
|
|
2.
The votes cast by the shareholders with respect to the approval, on a non-binding advisory basis, of the compensation of the Company’s
named executive officers were as follows:
Votes “For”
|
|
|
Votes
“Against”
|
|
|
Abstentions
|
|
|
Broker Non-
Votes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,497,709
|
|
|
|
352,840
|
|
|
|
10,870
|
|
|
|
3,183,458
|
|
3.
The votes cast by the shareholders with respect to the frequency, on a non-binding advisory basis, of future non-binding advisory
votes on the compensation of the Company’s named executive officers were as follows:
One Year
|
|
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Two Years
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Three Years
|
|
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Abstentions
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Broker Non-Votes
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|
|
|
|
|
|
|
|
|
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|
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|
|
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3,458,508
|
|
|
|
14,263
|
|
|
|
384,763
|
|
|
|
3,885
|
|
|
|
3,183,458
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4.
The votes cast by shareholders with respect to the ratification of the appointment of BDO USA, LLP as the Company’s independent
registered public accounting firm for the fiscal year ending June 30, 2019 were as follows:
Votes “For”
|
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Votes
“Against”
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|
Abstentions
|
|
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|
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|
|
|
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7,022,353
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12,058
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10,466
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There
were no broker non-votes with respect to this proposal.
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.
Dated:
May 8, 2019
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Misonix,
Inc.
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By:
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/s/ Joseph P. Dwyer
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Joseph
P. Dwyer
Chief Financial Officer
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