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): May 8, 2014 |
AEROCENTURY CORP.
_________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | |
(State or Other Jurisdiction of incorporation) | (I.R.S. Employer Identification No.) |
| | |
1440 Chapin Avenue, Suite 310 Burlingame, CA | 94010 |
| (Address of principal executive offices) | (Zip Code) |
|
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 8, 2014, the following matters were voted upon and approved by the Company’s stockholders at the Company’s Annual Meeting of Stockholders;
| | (1) | | the election of two members to the Board of Directors; |
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| | (2) | | the approval, in a non-binding vote, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement; and |
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| | (3) | | the ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm. |
The following is a summary of the voting results for each matter presented to the stockholders:
1. Election of Directors:
| Nominee | | Votes For | Votes Withheld | Broker Non-Votes |
| Roy E. Hahn | | 694,488 | 92,504 | 570,062 |
| Toni M. Perazzo | | 690,199 | 96,793 | 570,062 |
Mr. Hahn and Ms. Perazzo were each re-elected to serve a three-year term expiring at the 2017 Annual Meeting of Stockholders of the Company.
2. Non-binding Advisory Vote Approving the Compensation of the Company's Named Executive Officers as Disclosed in the Proxy Statement:
| Votes For | | Votes Against | Votes Abstained | Broker Non-Votes |
| 767,669 | | 13,460 | 5,863 | 570,062 |
3. Ratification of the Appointment of BDO USA, LLP as the Company’s Independent Registered Public Accounting Firm;
Votes For | | Votes Against | Votes Abstained | Broker Non-Votes |
| 1,344,991 | | 2,099 | 9,619 | N/A |
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 hereto duly authorized.
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| | AEROCENTURY CORP. |
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| Date: May 13, 2014 | By: | /s/ Neal D. Crispin |
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| | Title: Chairman and CEO |
