Attached files

file filename
EX-99.1 - EX-99.1 - ESPEY MFG & ELECTRONICS CORPex99-1.htm


Washington, D.C. 20549



Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report
November 30, 2012


(Exact name of registrant as specified in its charter)


New York

(State or Other Jurisdiction of Incorporation)

(Commission File Number)


(IRS Employer Identification No.)


233 Ballston Avenue

Saratoga Springs, New York

(Address of principal executive offices)


(Zip Code)


Registrant’s telephone number, including area code:

(518) 584-4100



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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.07 Submission of Matters to a Vote of Security Holders


Espey Mfg. & Electronics Corp. (the “Company”) held its Annual Meeting of Stockholders (“Annual Meeting”) on November 30, 2012. At the Annual Meeting, the stockholders of the Company elected Howard Pinsley, Alvin O. Sabo and Carl Helmetag to the Board of Directors as the Class A directors. They will serve until their three-year term expires at the 2015 Annual Meeting or until their respective successors are duly elected and qualified.


Nominee  Votes For  Withholds  Broker Non-Votes
Howard Pinsley 1,279,377 441,203 581,532
Alvin O. Sabo 1,268,720 451,860 581,532
Carl Helmetag 1,268,600 451,980 581,532


In addition, the following proposal was voted on and approved at the Annual Meeting:


   Votes For  Votes Against  Abstentions  Broker Non-Votes
Proposal to ratify the appointment of EFP Rotenberg LLP as the Company’s
independent registered public accounting firm for the fiscal year ending
June 30, 2013
2,162,261 34,005 21,883 83,963


ITEM 8.01 Other Events


On December 3, 2012, Espey Mfg. & Electronics Corp. issued a press release announcing that the Company's Board of Directors had declared a special cash dividend and an increased regular quarterly dividend. A copy of the press release is furnished as Exhibit 99.1 to this report. The information in this report shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act), as amended, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits


(c) Exhibits


Exhibit No. Document
99.1 Press Release dated December 3, 3012







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.

Date:  December 3, 2012    




      By: /s/ David A. O'Neil
        David A. O'Neil, Treasurer and Principal Financial Officer