-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, N3WlM3mcLb5uqum7pzG7IUIwcQR1Pod2fe5/4agZBSGC4azJC+h0TyP1uGSgVZhJ SSezYkVYvhtAE7uLufyNmA== /in/edgar/work/0000074818-00-000007/0000074818-00-000007.txt : 20000717 0000074818-00-000007.hdr.sgml : 20000717 ACCESSION NUMBER: 0000074818-00-000007 CONFORMED SUBMISSION TYPE: DEF 14A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000714 FILED AS OF DATE: 20000714 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORBIT INTERNATIONAL CORP CENTRAL INDEX KEY: 0000074818 STANDARD INDUSTRIAL CLASSIFICATION: [2330 ] IRS NUMBER: 111826363 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: SEC FILE NUMBER: 000-03936 FILM NUMBER: 673271 BUSINESS ADDRESS: STREET 1: 80 CABOT COURT CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 7136675601 MAIL ADDRESS: STREET 1: 80 CABOT COURT CITY: HAUPPAUGE STATE: NY ZIP: 11788 FORMER COMPANY: FORMER CONFORMED NAME: ORBIT INSTRUMENT CORP DATE OF NAME CHANGE: 19911015 DEF 14A 1 0001.txt SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [x] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for use of the Commission only (as permitted by Rule 14a-6 (e)(2)) [ ] Definitive Proxy Statement [X] Definitive Additional Materials [ ] Soliciting Material Pursuant to section 240.14a-11(c) or section 240.14a-12 ORBIT INTERNATIONAL CORP. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement if other than the Registrant) Payment of Filing Fee (Check the appropriate box): [x] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: [ ] Fee previously paid with the preliminary materials: [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: ORBIT INTERNATIONAL CORP. 80 CABOT COURT HAUPPAUGE, NEW YORK 11788 REQUEST TO VOTE To Stockholders of Orbit International Corp. ("Orbit"): You have previously received a proxy statement dated May 22, 2000 with respect to our Annual Meeting of Stockholders scheduled for June 26, 2000 (the "Proxy Statement"). Because you did not return a proxy form and have not yet voted on Proposal Three concerning the adoption of the 2000 Employee Stock Option Plan, we are contacting you again to ask that you cast your vote in favor of that proposal. Orbit is very close to the requisite vote to approve Proposal Three and your vote may make a difference. The meeting has been adjourned until July 20, 2000 to allow more time to obtain votes with respect to Proposal Three. Proposals One, Two and Four were approved prior to the adjournment of the Annual Meeting and you need not cast a vote with respect to those proposals. Proposal Three is described in detail in the Proxy Statement. Please call Orbit at 1-631- 435- 8300 to request another copy of the Proxy Statement or to ask questions. PLEASE SEE THE INSTRUCTIONS ON THE ENCLOSED INSERT FOR VOTING BY TELEPHONE OR VIA THE INTERNET. Or, you may indicate your vote by checking the "FOR" box opposite Proposal Three on the enclosed Supplemental Proxy Form and completing the signature and date lines at the end of the enclosed proxy card. The signed proxy form should be returned promptly in the special accompanying envelope which will expedite processing and does not require any postage from you. Thank you. Harlan Sylvan Secretary Hauppauge, New York July 14, 2000 ORBIT INTERNATIONAL CORPORATION ANNUAL MEETING OF STOCKHOLDERS - JULY 20, 2000 THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS The undersigned stockholder in Orbit International Corporation ("Corporation") hereby constitutes and appoints Dennis Sunshine, Bruce Reissman, and Mitchell Binder, and each of them, his true and lawful attorneys and proxies, with full power of substitution in and for each of them, to vote all shares of the Corporation which the undersigned is entitled to vote at the Annual Meeting of Stockholders to be held at the offices of the Company at 80 Cabot Court, Hauppauge, New York 11788, on Thursday July 20, 2000, at 10:00 a.m., Eastern Daylight Savings Time, or at any postponement or adjournment thereof, on any and all of the proposals contained in the Notice of the Annual Meeting of Stockholders, with all the powers the undersigned would possess if present personally at said meeting, or at any postponement or adjournment thereof. THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE NOMINEES LISTED ON THE REVERSE SIDE AND FOR THE REMAINING THREE PROPOSALS. (Continued and to be signed and dated on the other side) Please mark your votes as this example THE DIRECTORS RECOMMEND A VOTE FOR PROPOSAL 1 1. Election of Directors FOR All nominees WITHHOLD AUTHORITY listed (except as marked to the contrary, see nominees listed instruction below) at left Dennis Sunshine, Bruce Reissman, Mitchell Binder, John Molloy, Stanley Morris and Marc Pfefferle INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE, LINE THROUGH THE NAME OF THE NOMINEE ABOVE. THE DIRECTORS RECOMMEND A VOTE FOR PROPOSAL 2. 2. Proposal to amend the Certificate of Incorporation of authorized shares of Common Stock from 25,000,000 to 10,000,000. For Against Abstain THE DIRECTORS RECOMMEND A VOTE FOR PROPOSAL 3. 3. Proposal to approve the 2000 Employee Stock Option Plan For Against Abstain THE DIRECTORS RECOMMEND A VOTE FOR PROPOSAL 4 4. Proposal to ratify Goldstein Golub Kessler LLP as independent auditors. For Against Abstain The above named proxies are granted the authority, in their discretion, to act upon such other matters as may properly come before the meeting or any postponement or adjournment thereof. Dated , 2000 Signature(s) Signatures Please sign exactly as your name appears and return this proxy immediately in the enclosed stamped self-addressed envelope. -----END PRIVACY-ENHANCED MESSAGE-----