Current Report Filing (8-k)
22 October 2022 - 07:01AM
Edgar (US Regulatory)
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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)
October 18, 2022
AEHR TEST
SYSTEMS
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(Exact name of registrant as specified in its charter)
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California
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000-22893
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94-2424084
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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400 KATO TERRACE
FREMONT, CA 94539
(Address of principal executive offices, including zip code)
510-623-9400
(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 (see General Instruction A.2.
below):
☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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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.
☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock
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AEHR
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The NASDAQ Capital Market
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Item 5.07. Submission of Matters to a Vote of
Security Holders.
The Annual Meeting of shareholders of Aehr Test Systems (the
“Company”) was held on October 18, 2022 (the “Annual
Meeting”). There were 27,394,478 shares of common stock
entitled to vote at the Annual Meeting and 16,821,733 shares were
present in person or by proxy.
Four items of business were acted upon by the shareholders at the
Annual Meeting. The final voting results are as follows:
Proposal One: Election of Directors of the
Company.
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VOTES
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VOTES
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BROKER
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NOMINEE
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FOR
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WITHHELD
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NON-VOTES
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Rhea J. Posedel
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9,124,524 |
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98,711 |
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7,598,498 |
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Gayn Erickson
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9,127,505 |
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95,730 |
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7,598,498 |
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Fariba Danesh
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9,180,838 |
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42,397 |
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7,598,498 |
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Laura Oliphant
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9,049,623 |
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173,612 |
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7,598,498 |
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Mario M. Rosati
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8,602,355 |
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620,880 |
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7,598,498 |
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Geoffrey G. Scott
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9,055,303 |
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167,932 |
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7,598,498 |
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Howard T. Slayen
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9,045,205 |
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178,030 |
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7,598,498 |
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Each of the seven nominees was elected to serve as a director until
the next Annual Meeting or until his or her successor is elected
and qualified.
Proposal Two: Approve an amendment to the
Company’s Amended and Restated 2006 Employee Stock Purchase Plan to
increase the number of shares of common stock reserved for issuance
thereunder by an additional 350,000 shares of common stock of the
Company.
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VOTES
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VOTES
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VOTES
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BROKER
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PROPOSAL
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FOR
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AGAINST
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ABSTAIN
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NON-VOTES
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TWO
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8,850,070 |
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321,753 |
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51,412 |
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7,598,498 |
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The foregoing proposal was approved.
Proposal Three: Ratify the selection of BPM
LLP as the Company’s independent registered public accounting firm
for the fiscal year ending May 31, 2023.
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VOTES
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VOTES
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VOTES
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BROKER
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PROPOSAL
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FOR
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AGAINST
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ABSTAIN
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NON-VOTES
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THREE
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16,710,999 |
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78,124 |
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32,610 |
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-- |
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The foregoing proposal was accordingly ratified.
Proposal Four: Approve, on an advisory
basis, the compensation of the Company’s named executive
officers.
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VOTES
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VOTES
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VOTES
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BROKER
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PROPOSAL
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FOR
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AGAINST
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ABSTAIN
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NON-VOTES
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FOUR
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8,803,956 |
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266,963 |
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152,316 |
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7,598,498 |
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The foregoing proposal was approved.
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.
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Aehr Test Systems
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(Registrant)
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Date: October 21, 2022
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By:
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/s/ Kenneth B. Spink
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Kenneth B. Spink
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Vice President of Finance and
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Chief Financial Officer
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