acy8kre2013vote.htm

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):   May 9, 2013
 
acylogo
AEROCENTURY CORP.
_________________________________________
(Exact name of registrant as specified in its charter)
 
Delaware
94-3263974
(State or Other Jurisdiction of incorporation)
 
(I.R.S. Employer Identification No.)
 
   
1440 Chapin Avenue, Suite 310
Burlingame, CA 
 
94010
(Address of principal executive offices)
(Zip Code)
 
 
(650)-340-1888
Registrant’s telephone number, including area code:
 
 
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: 
 o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 oPre-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 9, 2013, the following matters were voted upon and approved by the Company’s stockholders at the Company’s Annual Meeting of Stockholders;
 
 
(1)
 
the election of two members to the Board of Directors;
       
  (2)  
the approval, in a non-binding vote, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement;
       
  (3)   the proposal to recommend, by non-binding vote, a frequency for future advisory votes on executive compensation; and
       
 
(4)
 
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 for each matter presented to the stockholders:
 
1.  Election of Directors:
 
 
Nominee
 
Votes for 
Votes Withheld Broker Non-votes
Neal D. Crispin          710,036   88,177  
485,988
Evan M. Wallach     713,388 87,418 483,395
 
Messrs. Crispin and Wallach were each re-elected to serve a three-year term expiring at the 2016 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:
 
Votes For
 
Votes Against
Votes Abstained  Broker Non-Votes
771,928          11,706 14,579      
485,998
 
 
3.  Non-binding Advisory Vote on Frequency of Advisory Vote on Executive Officer Compensation;
 
One Year
 Two Years  
Three Years
Abstain Broker Non-Votes
561,513  4,596        221,793 10,311
485,988
 
 
4.  Ratification of the Appointment of BDO USA, LLP as the Company’s Independent Registered Public Accounting Firm;
 
Votes For
 
Votes Against
Abstain Broker Non-Votes
1,269,879          3,232 11,090
0
 
 
 
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.
 
 
     
  AEROCENTURY CORP.
 
 
 
 
 
 
Date: May 13, 2013 By:   /s/  Neal D. Crispin
 
  Title: Chairman and CEO