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
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Date of Report (Date of Earliest Event Reported): May 3, 2018 |
AEROCENTURY CORP.
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(Exact name of registrant as specified in its charter)
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Delaware |
94-3263974 |
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(State or Other Jurisdiction of incorporation) |
(I.R.S. Employer Identification No.) |
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1440 Chapin Avenue, Suite 310 Bulingame, CA |
94010 |
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(Address of principal executive offices) |
(Zip Code) |
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(650)-340-1888 |
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Registrant’s telephone number, including area code: |
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Not Applicable |
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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.
On May 3, 2018 the following matters were submitted to a vote of the stockholders of AeroCentury Corp. (the "Company"):
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(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:
1. Election of Director:
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Nominee |
Votes For |
Votes Withheld |
Broker Non-Votes |
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Michael G. Magnusson |
661,627 |
133,739 |
442,603 |
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David P. Wilson |
655,207 |
140,159 |
442,603 |
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Mr. Magnusson and Mr. Wilson were each elected to serve a three-year term expiring at the 2021 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:
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Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes |
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528,822 |
262,592 |
3,952 |
442,603 |
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3. Ratification of the Appointment of BDO USA, LLP as the Company’s Independent Registered Public Accounting Firm:
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Votes For |
Votes Against |
Votes Abstained |
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1,215,386 |
15,763 |
6,820 |
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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 7, 2018 |
By: |
/s/ Toni M. Perazzo |
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Title: Sr. Vice - President, Finance |
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