DATA I/O CORP — Regulatory Filings 2017

May 22, 2017

8-K 1 f8k_0522171.htm f8k_0522171.htm - Generated by SEC Publisher for SEC Filing

| UNITED
STATES |
| --- |
| SECURITIES
AND EXCHANGE COMMISSION |
| Washington,
D.C. 20549 |
| 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 18, 2017 |
| Data
I/O Corporation |
| (Exact
name of registrant as specified in its charter) |

Washington	0-10394	91-0864123
(State
or other jurisdiction of incorporation)	(Commission
File Number)	(IRS
Employer Identification No.)

| 6645
185th Ave. N.E., Suite 100, Redmond, WA 98052 |
| --- |
| (Address
of principal executive offices, including zip code) |
| (425)
881-6444 |
| (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:

□ 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 □

Items reported in this filing:

Item 5.07: Submission of Matters to a Vote of Security Holders

Item 7.01: Regulation FD Disclosure

Item 5.07: Submission of Matters to a Vote of Security Holders

Annual Meeting of Shareholders Voting Results.

FIRST: The Annual Meeting of Shareholders of Data I/O Corporation was convened at 10 a.m. Pacific, on May 18, 2017, at the Company’s headquarters, 6645 185 th Ave NE, Suite 100, Redmond, Washington.

SECOND: There were issued and outstanding on March 17, 2017, the record date, 8,048,516 shares of Common Stock.

THIRD: There were present at said meeting in person or by proxy, shareholders of the Corporation who were the holders of 7,574,266 (94.11%) shares of Common Stock entitled to vote, thereby constituting a quorum.

FOURTH: The following nominees for election as Directors, to hold office for a term as defined in the proxy statement and until their successors are duly elected and qualified, received the number of votes set opposite their respective name:

Nominee	For	Withheld	Broker Non-votes
Anthony Ambrose	4,309,254	295,494	2,969,418
Brian T. Crowley	4,300,668	304,080	2,969,418
Alan B. Howe	4,285,545	309,203	2,969,418
Douglas W. Brown	4,299,748	305,000	2,969,418
Mark J. Gallenberger	4,300,868	303,880	2,969,418

The aforesaid nominees have been elected as Director.

FIFTH: The proposal to ratify the continued appointment of Grant Thornton LLP as the Company’s independent auditors, received the following votes:

Percentage of For &

Votes Against on this Proposal

For 7,8535,834 99.63

Against 27,795 0.37

Abstain 10,637 --

The foregoing proposal has been approved.

SIXTH: The Amendment to the Data I/O 2000 Stock Compensation Incentive Plan, received the following votes:

Percentage of For &

Votes Against on this Proposal

For 4,519,615 98.49

Against 69,333 1.51

Abstain 15,900 --

Broker non-votes: 2,969,418

The foregoing proposal has been approved.

SEVENTH: The advisory vote (Say on Pay) approving the compensation of the Company’s named executive officers, received the following votes:

Percentage of For &

Votes Against on this Proposal

For 4,573,861 99.55

Against 20,865 0.45

Abstain 10,122 --

Broker non-votes: 2,969,418

The foregoing proposal has been approved.

Item 7.01: Regulation FD Disclosure

Investor Presentation

Data I/O has a new investor presentation. The presentation is being posted on the Company’s website http://www.dataio.com on May 22, 2017 and can be found at the following web link:

http://www.dataio.com/en-us/Company/InvestorRelations/WebcastsandPresentations.aspx under the heading “Investor Presentations” with the title “May 22, 2017”

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.

Data I/O Corporation

May 19, 2017 By _ /s/Joel S. Hatlen ___

Joel S. Hatlen

Vice President – Operations & Finance

Chief Financial Officer

Secretary and Treasurer