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): June 29, 2018

--------------

 

GYRODYNE, LLC

---------------------------------

(Exact name of Registrant as Specified in its Charter)

 

 

New York

-------------

001-37547

--------------

46-3838291

---------------

 
 

(State or other jurisdiction

of incorporation)

(Commission File

Number)

(I.R.S. Employer

Identification No.)

 

 

 

ONE FLOWERFIELD

SUITE 24

ST. JAMES, NEW YORK 11780

-------------------------

(Address of principal executive

offices) (Zip Code)

 

(631) 584-5400

--------------

Registrant’s telephone number,

including area code

 

N/A

----------------------

(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))

 

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     Submissions of Matters to a Vote of Security Holders

 

On June 29, 2018, Gyrodyne, LLC (the “Company”) held its 2018 annual meeting of shareholders (the “Annual Meeting”). The shareholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on May 25, 2018. Of the 1,482,680 shares of the Company’s common stock outstanding and eligible to vote at the Annual Meeting, 1,380,390 shares, or 93.10% of the eligible common stock, were present either in person or represented by proxy. Set forth below are the results of the matters submitted for a vote at the Annual Meeting.

 

Proposal No. 1: Election of two (2) directors to serve for a term of three years, and until their respective successors

shall have been duly elected and qualified. The votes were cast as follows:

 

DIRECTOR

FOR

WITHHOLD

BROKER

NON-VOTE

Ronald J. Macklin

625,828

195,828

558,734

Elliot H. Levine

627,806

193,850

558,734

 

 

Proposal No. 2: Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers, as disclosed in the definitive proxy statement. The votes were cast as follows:

 

 

FOR

AGAINST

ABSTAIN

BROKER

NON-VOTE

619,686

199,652

2,318

558,734

 

Proposal No. 3: Ratification of the engagement of Baker Tilly Virchow Krause, LLP as independent public accounting firm for the 2018 fiscal year. The votes were cast as follows:

 

FOR

AGAINST

ABSTAIN

1,282,178

97,479

733

 

 

 

 

SIGNATURE

 

         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, thereunto duly authorized.

 

 

GYRODYNE, LLC

 

 

 

 

 

 

 

 

 

Dated: July 5, 2018

By:

/s/ Gary Fitlin

 

 

Gary Fitlin

President and Chief Executive Officer