8-K 1 form8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549


FORM 8-K


CURRENT REPORT

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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  July 30, 2019


TRANS-LUX CORPORATION

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(Exact name of registrant as specified in its charter)


Delaware                                       1-2257                        13-1394750

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(State or other jurisdiction        (Commission                (I.R.S. Employer

of incorporation)                          File Number)             Identification No.)



135 East 57th Street, 14th Floor, New York, New York 10022

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(Address of principal executive offices)  (Zip Code)


Registrant's telephone number, including area code:  (800) 243-5544



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(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).  o


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.  o

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Item 5.07

Submission of Matters to a Vote of Security Holders.


On July 30, 2019, at the 2018/2019 Annual Meeting of Stockholders (the “Annual Meeting”) of the Company, the following matters were submitted to a vote of stockholders of the Company: (i) the election of two directors of the Company, one to serve as a director until the 2022 Annual Meeting of Stockholders and one to serve as a director until the 2021 Annual Meeting of Stockholders or until the election and qualification of their successors, or their earlier death, resignation or removal; and (ii) the ratification of the appointment of Marcum LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2019.


The total number of shares of the Company’s Common Stock voted in person or by proxy at the Annual Meeting was 12,512,759, representing approximately 93.1% of the 13,446,276 shares outstanding and entitled to vote at the Annual Meeting.  Each director nominee was elected and each other matter submitted to a vote of the Company’s stockholders at the Annual Meeting was approved by the requisite vote.  Set forth below is the number of votes cast for, against or withheld, as well as the number of broker non-votes and abstentions as to each such matter, including a separate tabulation with respect to each nominee for director, as applicable.

 

1.

Election of Directors.


Nominee

For

Withheld

Broker Non-Votes

Total

Yantao Yu

11,820,372

62,010

630,377

12,512,759

Salvatore J. Zizza

11,854,817

27,565

630,377

12,512,759

 

 

2.

Ratification of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.

 

For

Against

Abstain

Broker Non-Votes

Total

12,507,900

2,400

2,459

-

12,512,759

 


 

No other business properly came before the Meeting.



SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized:




TRANS-LUX CORPORATION



by:  /s/ Todd Dupee

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Todd Dupee

Senior Vice President and

Chief Accounting Officer



Dated:  August 2, 2019