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) August 6, 2020

NVE Corporation
(Exact name of registrant as specified in its charter)
Minnesota |
000-12196
|
41-1424202 |
(State
or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
11409 Valley View Road, Eden Prairie,
Minnesota |
55344 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone
number, including area code (952) 829-9217
(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):
[ ] 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))
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected
not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. [ ]
Securities registered pursuant to Section 12(b) of the Act:
Title of
each class |
Trading
symbol(s) |
Name of each exchange
on which registered |
Common
Stock, $0.01 par value |
NVEC |
The NASDAQ Stock Market,
LLC |
Item 5.07. Submission of
Matters to a Vote of Security Holders.
Our 2020 Annual Meeting of Shareholders was held
August 6, 2020 by telephone and electronic communication for the following
purposes: (1) elect five directors; (2) advisory approval of named executive
officer compensation; and (3) ratify the selection of Boulay PLLP as
our independent registered public accounting firm for the fiscal year ending March 31,
2021.
Proxies for the meeting were solicited pursuant
to Section 14(a) of the Exchange Act. All of our directors attended the meeting.
There were 4,835,038 shares of common stock entitled to vote with a majority represented
at the meeting. The Board of Directors recommended a vote for each of the director
nominees and for Proposals 2 and 3. There was no solicitation in opposition.
Final voting results were as follows:
|
Number
of Shares |
Voted For |
|
|
Withheld |
|
|
Abstain |
1. |
Elect five
directors: |
|
|
|
Terrence W.
Glarner |
|
3,213,403 |
|
|
|
315,921 |
|
|
|
- |
|
Daniel A.
Baker |
|
3,495,425 |
|
|
|
33,899 |
|
|
|
- |
|
Patricia M.
Hollister |
|
3,464,882 |
|
|
|
64,442 |
|
|
|
- |
|
Richard
W. Kramp |
|
3,462,029 |
|
|
|
67,295 |
|
|
|
- |
|
Gary
R. Maharaj |
|
3,461,379 |
|
|
|
67,945 |
|
|
|
- |
|
|
Voted
For |
|
|
Voted Against |
|
|
Abstain |
2. |
Advisory
approval of named executive officer compensation. |
|
|
3,461,063 |
|
|
|
33,360 |
|
|
|
34,899 |
|
|
Voted For |
|
|
Voted Against |
|
|
Abstain |
3. |
Ratify
the selection of Boulay PLLP as our independent registered public accounting firm
for the fiscal year ending March 31, 2021. |
|
|
4,144,581 |
|
|
|
6,544 |
|
|
|
6,573 |
Based on the results, each director nominee was
reelected, named executive officer compensation was approved, and the selection
of our independent registered public accounting firm was ratified.
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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.
Date August
10, 2020 |
NVE CORPORATION
(Registrant)
/s/ CURT A. REYNDERS
Curt A. Reynders
Chief Financial Officer |
|
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