airt20150827_8k.htm

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) August 26, 2015

 

 

Air T, Inc.

 

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

0-11720

 

52-1206400

(State or Other Jurisdiction of

Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer

Identification No.)

 

 

3524 Airport Road

        Maiden, North Carolina 28650         

(Address of Principal Executive Offices)

(Zip Code)

 

                                   (828) 464-8741                                

(Registrant’s Telephone Number, Including Area Code)

 

Not Applicable

(Former name or former address, if changed from 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 (see General Instruction A.2. below):

 

  Written communication 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-4c))

 

 
 

 

 

Item 5.07     Submission of Matters to a Vote of Security Holders

 

(a)     Air T, Inc. (the “Company”) held its 2015 annual meeting of stockholders on August 26, 2015.

 

(b)     At the annual meeting:

 

 

Seth G. Barkett, William R. Foudray, Gary S. Kohler, Andrew L. Osborne, John A. Reeves, Andrew J. Stumpf and Nicholas J. Swenson were elected as directors;

 

 

the stockholders approved a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s proxy statement for the annual meeting;

 

 

the stockholders approved a resolution ratifying the appointment of Dixon Hughes Goodman LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2016; and

 

 

the stockholders adopted a resolution to approve the Rights Agreement, dated December 15, 2014, between the Company and American Stock Transfer & Trust Company, LLC, as Rights Agent (the “Rights Agreement”).

 

The tabulation of votes with respect to each of these matters is set forth below:

 

Election of Directors

 

Director Nominee

Votes For

Votes Withheld

Broker Non-votes

Seth G. Barkett

1,543,888

376,360

341,296

William R. Foudray

1,544,488

357,760

341,296

Gary S. Kohler

1,543,888

376,360

341,296

Andrew L. Osborne

1,469,004

451,244

341,296

John A. Reeves

1,544,488

375,760

341,296

Andrew J. Stumpf

1,487,497

432,751

341,296

Nicholas J. Swenson

1,543,961

376,287

341,296

 

Advisory Vote on Executive Compensation

 

Votes For

Votes Against

Votes Abstained

Broker Non-votes

1,905,189

13,689

1,370

341,296

 

Ratification of Appointment of Independent Registered Public Accounting Firm

 

Votes For

Votes Against

Votes Abstained

2,247,854

11,493

2,197

 

There were no broker non-votes with respect to the ratification of the independent registered public accounting firm.

 

Approval of Rights Agreement

 

Votes For

Votes Against

Votes Abstained

Broker Non-votes

1,366,313

550,966

2,969

341,296

 

 
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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Date: August 27, 2015

 

 

AIR T, INC.

 

 

By: /s/ Candice L. Otey            

Candice L. Otey, Vice President-

Finance, Chief Financial Officer,

Secretary and Treasurer

 

 

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