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
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Date of Report (Date of Earliest Event Reported): May 5, 2016
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AEROCENTURY CORP.
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(Exact name of registrant as specified in its charter)
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Delaware
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94-3263974
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(State or Other Jurisdiction of incorporation)
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(I.R.S. Employer Identification No.)
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1440 Chapin Avenue, Suite 310
Burlingame, CA
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94010
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(Address of principal executive offices)
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(Zip Code)
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(650)-340-1888
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Registrant’s telephone number, including area code:
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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)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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.
On May 5, 2016, the following matters were submitted to a vote of the stockholders of AeroCentury Corp. (the "Company"):
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(1)
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the election of one member to the Board of Directors;
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(2)
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the approval, in a non-binding vote, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement; and
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(3)
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the ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm.
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The following is a summary of the voting results:
1. Election of Director:
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Nominee
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Votes For
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Votes Withheld
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Broker Non-Votes
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Evan M. Wallach
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665,845 | 127,761 | 582,562 | |||||||||
Mr. Wallach was re-elected to serve a three-year term expiring at the 2019 Annual Meeting of Stockholders of the Company.
2. Non-binding Advisory Vote Approving the Compensation of the Company's Named Executive Officers as Disclosed in the Proxy Statement:
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Votes For
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Votes Against
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Votes Abstained
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Broker Non-Votes
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| 584,562 | 203,184 | 5,860 | 582,562 | |||||||||||
3. Ratification of the Appointment of BDO USA, LLP as the Company’s Independent Registered Public Accounting Firm:
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Votes For
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Votes Against
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Votes Abstained
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Broker Non-Votes
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| 1,332,667 | 41,091 | 2,410 | 0 | |||||||||||
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 hereto duly authorized.
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AEROCENTURY CORP.
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Date: May 9, 2016
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By:
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/s/ Toni M. Perazzo
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Title: Sr. Vice - President, Finance
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