UNITED STATES
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
December 4, 2017
Date of report (Date of earliest event reported)
TRIO-TECH INTERNATIONAL
(Exact Name of Registrant as Specified in Its Charter)
California
(State or Other Jurisdiction of Incorporation)
|
1-14523
|
95-2086631
|
|
(Commission
File Number)
|
(IRS Employer Identification No.)
|
|
16139
Wyandotte Street, Van Nuys, California
|
91406
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(818) 787-7000
(Registrant’s Telephone Number, Including Area
Code)
(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 (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))
Indicate by check
mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of
this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security
Holders.
The Annual Meeting of Shareholders for Trio-Tech International,
Inc. (the “Company”) was held on December 4, 2017. At
the meeting, the Company’s shareholders voted on (1) the
election of directors, (2) approval of the Company’s 2017
Employee Stock Option Plan, and (3) approval of the Company’s
2017 Directors Equity Incentive Plan as described in the
Company’s Proxy Statement filed with the Securities and
Exchange Commission on October 16, 2017. The voting results on
these proposals were as follows:
Proposal 1. Election of Directors.
|
|
For
|
Withheld
|
Broker Non-Votes
|
|
Jason Adelman
|
2,030,592
|
32,571
|
1,469,892
|
|
Richard
Horowitz
|
2,030,486
|
32,677
|
1,469,892
|
|
A. Charles
Wilson
|
1,807,931
|
255,232
|
1,469,892
|
|
S. W.
Yong
|
1,808,006
|
255,157
|
1,469,892
|
|
Victor
Ting
|
1,808,006
|
255,157
|
1,469,892
|
All of the Company’s nominees were elected, with each nominee
receiving a plurality of the votes cast.
Proposal 2. Approval of the Company’s 2017 Employee Stock
Option Plan.
|
Votes For
|
Against
|
Abstentions
|
Broker Non-Votes
|
|
1,513,769
|
545,804
|
3,590
|
0
|
Proposal 3. Approval of the Company’s 2017 Directors Equity
Incentive Plan.
|
Votes For
|
Against
|
Abstentions
|
Broker Non-Votes
|
|
2,032,779
|
23,339
|
7,045
|
0
|
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.
|
Date:
December 7, 2017
|
TRIO-TECH
INTERNATIONAL
|
||
|
|
By:
|
/s/
VICTOR H.M. TING
|
|
|
|
Victor
H.M. Ting, Chief Financial Officer
|
||
|
|
and
Vice President (Principal Financial Officer)
|
||