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): September 23, 2010
Breeze-Eastern Corporation
(Exact Name of Small Business Issuer as Specified in Its Charter)
| | | | | |
|
Delaware
State or Other Jurisdiction of
Incorporation of Organization) | | 001-07872
(Commission
File Number) | | 95-4062211
(IRS Employer
Identification Number) |
| | | |
|
35 Melanie Lane
Whippany, New Jersey
(Address of Principal Executive Offices) | |
07981
(Zip Code) |
Registrant’s telephone number, including area code:(973) 602-1001
(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 (seeGeneral 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))
Section 5– Corporate Governance and Management
| | |
| Item 5.07 | | Submission of Matters to a Vote of Security Holders |
At the annual meeting of stockholders of Breeze-Eastern Corporation (the “Company,” “we” or “us”) held on September 23, 2010, the holders of our outstanding stock took the actions described below. As of the record date for the annual meeting, 9,396,095 shares of common stock were issued and outstanding, each entitled to one vote per share.
The stockholders elected the following directors to serve on our board of directors until the 2011 annual meeting of stockholders and until their successors have been duly elected and qualified:
| | | | | | | | | |
| Directors | | Votes For | | Votes Withheld |
| William H. Alderman | | | 7,235,627 | | | | 234,162 | |
| Charles W. Grigg | | | 7,201,952 | | | | 267,837 | |
| Jay R. Harris | | | 7,449,799 | | | | 19,990 | |
| William J. Recker | | | 7,235,391 | | | | 234,398 | |
| Russell M. Sarachek | | | 7,404,282 | | | | 65,507 | |
| William M. Shockley | | | 7,180,872 | | | | 288,917 | |
| Frederick Wasserman | | | 5,954,094 | | | | 1,515,695 | |
| Michael Harlan, Jr. | | | 7,106,229 | | | | 363,560 | |
The stockholders also approved a proposal to ratify the selection of Marcum LLP as the Company’s independent registered public accounting firm for the 2011 fiscal year. The voting results for this proposal were 8,198,133 shares for, 31,170 shares against, and 19,101 shares abstained.
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.
| | | | | |
| | BREEZE-EASTERN CORPORATION
| |
| Dated: September 28, 2010 | /s/ Mark D. Mishler | |
| | Mark D. Mishler | |
| | Senior Vice President,
Chief Financial Officer,
Treasurer and Secretary | |
| |
