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 27, 2018

IEH Corporation
(Exact name of registrant as specified in its charter)

 

COMMISSION FILE NUMBER:  0-5278

New York 13-5549348
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

 

140 58th Street, Suite 8E
Brooklyn, New York 11220
(Address and zip code of principal executive offices)

(718) 492-4440
(Registrant's telephone number, including area code

 

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 Company held its 2018 Annual Meeting of Shareholders on November 27, 2018 at the offices of Becker & Poliakoff, LLP, the Company’s outside general counsel in New York, New York. The results of the matters voted on by the shareholders are set forth below. Only shareholders of record as of the close of business on October 12, 2018 were entitled to vote at the 2018 Annual Meeting. As of the record date, 2,323,468 shares of common stock of the Company were issued and outstanding and entitled to vote at the 2018 Annual Meeting. At the 2018 Annual Meeting, 2,113,981 shares of common stock of the Company were represented, in person or by proxy, constituting a quorum.

 

The proposals presented to the Company’s shareholders at the 2018 Annual Meeting are described in detail in the Company’s Proxy Statement. The final results for the votes regarding each proposal are set forth below.

 

Proposal 1 – Election of three Class I directors nominated by the Board to serve until the Company’s 2020 Annual Meeting and until their respective successors are duly elected and qualified

 

The three nominees who received the highest number of votes (all of the below individuals) were elected to the board of directors to hold office for a two-year term and until their respective successors are elected and qualified. The shareholders voted to elect the following three directors by the votes indicated below:

 

Nominee   For   Withheld   Broker Non-Votes
             
Eric C. Hugel   1,380,161    6,008   727,817
             
Sonia Marciano   1,380,291   5,878   727,817
             
Michael E. Rosenfeld   1,044,682   341,487   727,817

 

Proposal 2 – Advisory Vote on the Compensation of the Company’s Named Executive Officers

 

The shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K and contained in the Company’s Proxy Statement, by the following votes:

 

For   Against   Abstain   Broker Non-Votes
1,041,552   5,184   339,433   727,817

 

Proposal 3 – Ratification of Selection of Independent Registered Public Accounting Firm

 

The shareholders voted to ratify the selection of Manuel Reina, CPA, as the Company’s independent registered public accounting firm for the fiscal year ending March 29, 2019, by the following votes:

 

For   Against   Abstain
  1,738,546   366,382   9,058

 

 

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.

    IEH Corporation
     
   

By: /s/ Robert Knoth

 

    Name: Robert Knoth
    Title:   Chief Financial Officer
 Date:   November 30, 2018