Current Report Filing (8-k)
May 20 2022 - 6:43AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
|
Washington,
D.C. 20549
|
|
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 19, 2022
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Data
I/O Corporation
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(Exact
name of registrant as specified in its charter)
|
|
Washington
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0-10394
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91-0864123
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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6645
185th Ave. N.E., Suite 100, Redmond, WA 98052
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(Address
of principal executive offices, including zip code)
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|
(425)
881-6444
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(Registrant’s
telephone number, including area code)
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|
Not
Applicable
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(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:
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Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock
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DAIO
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NASDAQ
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|
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 □
Items reported in this filing:
Item 5.07: Submission of Matters to a Vote of Security Holders
Item 5.02: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
Item 5.07: Submission of Matters to a Vote of
Security Holders
Annual
Meeting of Shareholders Voting Results.
FIRST: The Annual Meeting of
Shareholders of Data I/O Corporation was convened at 10:00 a.m. Pacific, on May
19, 2022, at the Company’s headquarters, 6645 185th Ave NE, Suite
100, Redmond, Washington.
SECOND: There were issued and outstanding
on March 21, 2022, the record date, 8,622,369 shares of Common Stock.
THIRD: There
were present at said meeting in person or by proxy, shareholders of the
Corporation who were the holders of 6,392,241
(74.14%) shares of Common Stock entitled to vote, thereby constituting a
quorum.
FOURTH: The following nominees for
election as Directors, to hold office for a term as defined in the proxy
statement and until their successors are duly elected and qualified, received
the number of votes set opposite their respective name:
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Nominee
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For
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Withheld
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Broker Non-votes
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Anthony Ambrose
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3,358,128
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236,234
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2,797,879
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Douglas W. Brown
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2,596,050
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998,312
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2,797,879
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Sally A. Washlow
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3,552,618
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41,744
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2,797,879
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Cheemin Bo-Linn
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3,465,626
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128,736
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2,797,879
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Edward J. Smith
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3,544,286
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50,076
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2,797,879
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The aforesaid nominees have been elected as Directors.
FIFTH: The proposal to ratify the
continued appointment of Grant Thornton LLP as the Company’s independent
auditors, received the following votes:
Percentage
of For &
Votes Against
on this Proposal
For 6,217,256 97.26
Against 97,891 1.53
Abstain 77,094 1.21
The foregoing proposal has been approved.
SIXTH: The advisory vote (Say on Pay)
approving the compensation of the Company’s named executive officers, received
the following votes:
Percentage
of For &
Votes Against
on this Proposal
For 3,233,555 89.96
Against 318,434 8.86
Abstain 42,373 1.18
Broker
non-votes: 2,797,879
The foregoing proposal has been approved.
Item 5.02: Departure of Directors or Principal Officers;
Election of Directors; Appointment of Principal Officers
Committee and Chair assignments effective with the election of
the Directors:
Chair of the Board: Douglas W. Brown
Chair of the Audit Committee: Edward J. Smith
Other Audit Committee Members: Sally A. Washlow and Douglas W. Brown
Chair of the Compensation Committee: Sally A. Washlow
Other Compensation Committee Members: Cheemin Bo-Linn and Edward J.
Smith
Chair of Corporate Governance and Nominating Committee: Cheemin
Bo-Linn
Other Corporate Governance and Nominating Committee Members: Douglas
W. Brown, Sally A. Washlow, and Edward J. Smith
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.
Data
I/O Corporation
May 19,
2022 By _/s/Joel S. Hatlen_________
Joel
S. Hatlen
Vice
President
Chief
Operating & Financial Officer
Secretary
and Treasurer
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