Current Report Filing (8-k)

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): April 25, 2023

The Eastern Company

(Exact Name of Registrant as Specified in Charter)

Connecticut

001-35383

06-0330020

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

3 Enterprise Drive, Suite 408, Shelton, Connecticut 06484

(Address of Principal Executive Offices) (Zip Code)

(203) 729-2255

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading

Symbol

Name of each exchange on which

registered

Common Stock, No Par Value

EML

NASDAQ Global Market

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. ☐

ITEM 5.07 - Submission of Matters to a Vote of Security Holders

On April 25, 2023, The Eastern Company held its annual meeting of shareholders. The results of the vote at the meeting were as follows:

		FOR	AGAINST	ABSTAIN/ WITHHELD
1)	Election of Fredrick D. DiSanto as a director for a one-year term expiring in the year 2024:	4,096,786	91,421	76,520

	Election of John W. Everets as a director for a one-year term expiring in the year 2024:	4,171,897	86,015	6,815

	Election of Charles W. Henry as a director for a one-year term expiring in the year 2024:	3,987,592	170,316	106,819

	Election of James A. Mitarotonda as a director for a one-year term expiring in the year 2024:	4,109,806	78,542	76,379

	Election of Peggy B. Scott as a director for a one-year term expiring in the year 2024:	4,193,789	68,723	2,215

	Election of Michael J. Mardy as a director for a one-year term expiring in the year 2024:	4,185,125	76,904	2,698

	Election of Mark A. Hernandez as a director for a one-year term expiring in the year 2024:	4,192,794	65,885	6,048

		FOR	AGAINST	ABSTAIN/ WITHHELD
2)	Non-binding advisory vote to approve executive compensation.	4,178,792	68,435	17,500

		1 YEAR	2 YEARS	3 YEARS	ABSTAIN
3)	Frequency of future advisory votes on executive compensation.	3,834,827	3,333	410,344	16,223

		FOR	AGAINST	ABSTAIN/ WITHHELD
4)	Ratification of appointment of Fiondella, Milone & LaSaracina LLP as independent registered public accounting firm to audit the Company and subsidiaries consolidated financial statements for fiscal year 2023.	5,441,009	70,667	3,797

2

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.