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)
November 14, 2013
ALLIED HEALTHCARE PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-19266 | 25-1370721 | ||
| (State or Other Jurisdiction | (Commission | (IRS Employer | ||
| of Incorporation) | File Number) | Identification No.) |
| 1720 Sublette Avenue, St. Louis, Missouri | 63110 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code
(314) 771-2400
| 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:
| ¨ | 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)) |
ITEM 5.07.Submission of Matters to a Vote of Security Holders.
The annual meeting of the stockholders of Allied Healthcare Products, Inc. (the “Company”) was held on November 14, 2013. Proxies were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. There was no solicitation in opposition to management’s nominees for Directors. The voting results are noted below.
ELECTION OF DIRECTORS
All nominees for Directors were elected with the following votes cast:
| For | Withheld | Broker Non-Votes | ||||||||||
| Judith T. Graves | 6,335,351 | 16,401 | 1,166,405 | |||||||||
| Joseph E. Root | 6,334,526 | 17,226 | 1,166,405 | |||||||||
| William A. Peck | 6,331,882 | 19,870 | 1,166,405 | |||||||||
| Earl R. Refsland | 6,331,948 | 19,805 | 1,166,405 | |||||||||
| John D. Weil | 6,306,245 | 45,507 | 1,166,405 |
Agenda Item 2, concerning the ratification of the appointment of RubinBrown LLP as the Company’s independent registered public accounting firm for fiscal 2014 was approved by the stockholders with the following votes cast:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 7,498,357 | 14,819 | 4,982 | 0 |
Agenda Item 3, an advisory (non-binding) vote to approve our executive compensation was approved by the stockholders with the following votes cast:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 6,317,757 | 19,679 | 14,316 | 1,166,405 |
Agenda Item 4, an advisory (non-binding) vote on the frequency of the advisory vote on executive compensation, had the following votes cast by the stockholders:
| 1 Year | 2 Years | 3 Years | Abstain | |||||||||||
| 6,323,188 | 6,353 | 21,333 | 878 |
In light of the voting results with respect to this proposal, the Company has decided to hold a shareholder advisory vote every year to approve the compensation of the Company’s named executive officers until the next advisory vote on the frequency of shareholder votes on executive compensation, which will occur no later than our Annual Meeting in 2019.
Agenda Item 5, concerning the approval of the Company’s 2013 Incentive Stock Plan for Non-Employee Directors was approved by the stockholders with the following votes cast:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 6,329,302 | 21,941 | 510 | 1,166,405 |
SIGNATURE
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 thereunto duly authorized.
| ALLIED HEALTHCARE PRODUCTS, INC. | ||
| By: | ||
| Date: November 14, 2013 | /s/ Daniel C. Dunn | |
| Daniel C. Dunn | ||
| Chief Financial Officer | ||