UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
June 28, 2012
MFRI, INC.
(exact name of registrant as specified in charter)
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| | | | |
Delaware (State or other jurisdiction of incorporation) | | 0-18370 (Commission File Number) | | 36-3922969 (IRS Employer Identification No.) |
7720 North Lehigh Avenue,
Niles, Illinois 60714
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 966-1000
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 Stockholders of MFRI, Inc. was held on June 28, 2012. There were 6,914,771 shares of common stock outstanding as of the record date for the meeting. The matters that were voted on at the meeting, and the final voting results as to each such matter, are set forth below.
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| | For | Withheld | Broker Non-Votes |
| David Unger | 4,842,915 | 70,158 | 1,075,384 |
| Bradley E. Mautner | 4,855,815 | 57,258 | 1,075,384 |
| Dennis Kessler | 4,843,215 | 69,858 | 1,075,384 |
| Arnold F. Brookstone | 4,843,215 | 69,858 | 1,075,384 |
| Eugene Miller | 4,808,101 | 104,972 | 1,075,384 |
| Stephen B. Schwartz | 4,843,215 | 69,858 | 1,075,384 |
| Michael J. Gade | 4,810,501 | 102,572 | 1,075,384 |
| Mark A. Zorko | 4,845,615 | 67,458 | 1,075,384 |
2. Ratification of Grant Thornton as the Company's auditors
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| | |
| For | Withheld | Abstain |
| 5,891,220 | 88,842 | 8,395 |
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 hereunto duly authorized.
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| Date: June 29, 2012 | | | MFRI, Inc. |
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| | By: | | /s/ Michael D. Bennett |
| | | | Vice President, Chief Financial Officer, Secretary and Treasurer |
| | | | (Principal Financial and Accounting Officer) |
