8-K 1 mfc-8k.txt MFC 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 (Date of earliest event reported) February 13, 2015 ----------------- Microwave Filter Company, Inc. (Exact Name of Registrant as Specified in Charter) New York 0-10976 16-0928443 ------------------------- ----------------------- ------------------- (State or Other Jurisdiction(Commission File Number) (IRS Employer of Incorporation) Identification No.) 6743 Kinne Street, East Syracuse, New York 13057 ------------------------------------------------ -------- (Address of Principal Executive Offices) (Zip Code) (315) 438-4700 -------------- 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 thefollowing 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)) 1 Item 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Microwave Filter Company, Inc. held its Annual Meeting of Shareholders on February 11, 2015. As of December 23, 2014, the record date for the meeting, there were 2,581,547 shares of common stock entitled to vote at the meeting. There were 2,337,013 shares of common stock present in person or by proxy, which represented 91% of the shares entitled to vote, and which constituted a quorum for the transaction of business. The following proposals were submitted to a vote of shareholders : (1) Proposal No. 1 - Election of Directors An election of directors was held and the shares present were voted as follows: For Withheld ___________ __________ Robert D. Essig 353,281 355,417 John J. Kennedy 353,781 354,917 Anne Tindall 353,181 355,517 (2) Proposal No. 2 - Ratification of Appointment of Independent Registered Public Accountants The shareholders voted to ratify the appointment of Dannible & McKee, LLP as the Company's independent registered public accountants for the fiscal year ending September 30, 2015, as set forth below: For Against Abstain ___________ ___________ __________ 2,278,525 57,004 1,484 2 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. Microwave Filter Company, Inc. -------------------------------- (Registrant) Dated: February 13, 2015 By: /s/ Carl F. Fahrenkrug -------------------------------- Carl F. Fahrenkrug President and Chief Executive Officer 3