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: February 23, 2017

(Date of earliest event reported)

 

 

GENCOR INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

 

 

5201 North Orange Blossom Trail, Orlando, Florida 32810

(Address of principal executive offices) (Zip Code)

(407) 290-6000

(Registrant’s telephone number, including area code)

 

Delaware		001-11703		59-0933147
(State or other jurisdiction of incorporated or organization)		Commission File Number		(I.R.S. Employer Identification No.)

 

 

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))

 

 

 

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

On February 23, 2017, at an Annual Meeting of Stockholders, the following was approved by the Stockholders of Gencor Industries, Inc. (the “Company”):

 

(1)	The election of the following directors:

By holders of Common Stock:

Cort J. Dondero

By holders of Class B Stock:

David A. Air    

E.J. Elliott

James P. Sharp

Marc G. Elliott

Randolph H. Fields

 

(2)	The ratification of the selection of Moore Stephens Lovelace, P.A., independent certified public accountants, as auditors for the Company for the year ending September 30, 2017

 

(3)	The approval, on an advisory basis, of the compensation of the named executive officers, as disclosed in the Company’s Proxy Statement for the 2017 Annual Meeting of Stockholders.

 

 

The total number of shares entitled to vote at this meeting was 12,115,579 shares of Common Stock and 2,263,857 shares of Class B Stock, and the final tabulation of proxies was as follows:

Election of Director by Holders of Common Stock:

 

Name

Votes for

Votes Withheld

Broker Non-votes

Cort J. Dondero

6,641,687

588,974

4,085,204

Election of Directors by Holders of Class B Stock:

 

Name		Votes for				Votes Withheld				Broker Non-votes
David A. Air			2,263,857				-0-				-0-
E.J. Elliott			2,263,857				-0-				-0-
James P. Sharp			2,263,857				-0-				-0-
Marc G. Elliott			2,263,857				-0-				-0-
Randolph H. Fields			2,263,857				-0-				-0-

All director nominees were duly elected.

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Ratification of Appointment of Moore Stephens Lovelace, P.A. as Auditors for the Year Ending September 30, 2017:

 

		Votes for				Votes Against				Abstentions
Common Stock			11,111,125				170,875				33,865
Class B Stock			2,263,857				-0-				-0-

The proposal was approved.

Approval, on an advisory basis, of the compensation of the named executive officers, as disclosed in the Company’s Proxy Statement for the 2017 Annual Meeting of Stockholders:

 

		Votes for				Votes Against				Abstentions				Broker Non-votes
Common Stock			6,663,781				548,167				18,713				4,085,204
Class B Stock			2,263,857				-0-				-0-				-0-

The proposal was approved.

No other business was brought before the Annual Meeting.

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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.