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 (Date
of earliest event reported) |
|
September 9, 2015 |
|
|
| Transcat,
Inc. |
| (Exact name of registrant as specified in
its charter) |
| Ohio |
|
000-03905 |
|
16-0874418 |
| (State or other jurisdiction |
|
(Commission |
|
(IRS Employer |
| of incorporation) |
|
File Number) |
|
Identification No.) |
| |
| |
| 35 Vantage Point Drive,
Rochester, New York |
|
14624 |
| (Address of principal executive
offices) |
|
(Zip Code) |
| Registrant's telephone number, including area
code |
585-352-7777 |
|
| |
| (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)) |
Item 5.07 Submission of
Matters to a Vote of Security Holders.
At the annual meeting of
shareholders of Transcat, Inc. (the “Company”) held on September 9, 2015, the
Company’s shareholders voted on the matters described below.
| Proposal 1. |
|
The
Company’s shareholders approved an amendment to the Company's articles of
incorporation, as amended, to eliminate cumulative voting in the election
of directors. |
| Votes For |
|
Votes Against |
|
Votes Abstained |
|
Broker Non-Votes |
| 5,066,479 |
|
92,980 |
|
35,932 |
|
1,384,753 |
| Proposal 2. |
|
The Company’s shareholders
did not approve an amendment to the Company's code of regulations, as amended, to
declassify the board of directors. |
| Votes For |
|
Votes Against |
|
Votes Abstained |
|
Broker Non-Votes |
| 4,985,003 |
|
131,473 |
|
78,915 |
|
1,384,753 |
| Proposal 3. |
|
The
Company’s shareholders elected the following nominees as directors, each
for a three-year term expiring in 2018. |
| Director
Nominee |
|
Votes For |
|
Authority
Withheld |
|
Broker
Non-Votes |
| Alan H. Resnick |
|
4,998,999 |
|
195,492 |
|
1,384,753 |
| Lee D. Rudow |
|
5,119,470 |
|
75,321 |
|
1,384,753 |
| Carl E. Sassano |
|
4,610,517 |
|
584,174 |
|
1,384,753 |
| Proposal 4. |
|
The
Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers. |
| Votes For |
|
Votes Against |
|
Votes Abstained |
|
Broker Non-Votes |
| 4,914,552 |
|
191,672 |
|
89,167 |
|
1,384,753 |
| Proposal 5. |
The
Company’s shareholders ratified the selection of Freed Maxick CPAs, P.C.
as the Company’s independent registered public accounting firm for the
fiscal year ending March 26, 2016. |
| Votes For |
|
Votes Against |
|
Votes
Abstained |
| 6,509,901 |
|
51,188 |
|
19,055 |
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.
|
|
|
TRANSCAT, INC. |
| |
| |
| Dated: September 15, 2015 |
|
By: |
/s/ John J. Zimmer |
| |
|
|
John
J. Zimmer |
|
|
|
Senior Vice President of Finance and Chief
Financial Officer |
