8-K

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
December 2, 2022

ESPEY MFG & ELECTRONICS CORP.

(Exact name of registrant as specified in its charter)

New York (State or Other Jurisdiction of Incorporation) 001-04383 (Commission File Number) 14-1387171 (IRS Employer Identification No.)

233 Ballston Avenue, Saratoga Springs, New York 12866

(Address of principal executive offices)

(518) 584-4100

(Registrant’s telephone number, including area code)

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:

☐	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))

Securities registered pursuant to Section 12(b) of the Act

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock $.33-1/3 par value	ESP	NYSE American

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

Espey Mfg. & Electronics Corp. (the “Company”) held its Annual Meeting of Stockholders (“Annual Meeting”) on December 2, 2022. At the Annual Meeting, the stockholders of the Company elected Nancy K. Patzwahl to the Board of Directors as the Class B Director of the Company for a three year term until the 2025 Annual Meeting of Shareholders or until her successor is duly elected and qualifies.

Nominee	Votes For	Withholds	Broker Non-Votes
Nancy K. Patzwahl	1,329,542	95,399	1,263,511

The compensation of the Company’s Named Executive Officers in the Company’s proxy statement for the Annual Meeting was approved on an advisory non-binding basis.

Votes For	Votes Against	Abstentions	Broker Non-Votes
1,362,708	51,924	10,308	1,263,512

In addition, the proposal to ratify the appointment of Freed Maxick CPAs, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2023 was approved at the Annual Meeting:

Votes For	Votes Against	Abstentions	Broker Non-Votes
2,141,852	20,868	105,563	420,169

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 5, 2022		ESPEY MFG. & ELECTRONICS CORP.
	By:	/s/ Katrina Sparano
		Katrina Sparano Principal Financial Officer

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XML

Cover	Dec. 02, 2022
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 02, 2022
Entity File Number	001-04383
Entity Registrant Name	ESPEY MFG & ELECTRONICS CORP.
Entity Central Index Key	0000033533
Entity Tax Identification Number	14-1387171
Entity Incorporation, State or Country Code	NY
Entity Address, Address Line One	233 Ballston Avenue
Entity Address, City or Town	Saratoga Springs
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	12866
City Area Code	(518)
Local Phone Number	584-4100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock $.33-1/3 par value
Trading Symbol	ESP
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Entity Information, Former Legal or Registered Name	Not Applicable