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) February 29, 2012
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Dynasil Corporation of America
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(Exact name of registrant as specified in its charter)
Delaware 000-27503 22-1734088
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(State or other Commission (IRS Employer
jurisdiction of incorporation) File Number) Identification No.)
44 Hunt Street, Watertown, MA 02472
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(Address of principal executive offices)
(617)-668-6855
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(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))
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Shareholders of Dynasil Corporation of America
(the "Company") as adjourned on February 16, 2012, was continued on
February 29, 2012. Matters submitted to shareholders at the meeting and
the voting results thereof were as follows:
Proposal No. 1 Election of Directors.
The shareholders of the Company elected each of the Director nominees
proposed by the Company's Board of Directors to serve until the next
Annual Meeting of Shareholders and until their successors are duly
elected and qualified. The following is a breakdown of the voting
results:
Votes Percent Votes Percent Broker Non-
For (1) Withheld (1) Votes
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Craig T. 6,723,595 79.54% 1,729,993 20.46% 2,699,742
Dunham
Lawrence Fox 8,223,734 97.28% 229,854 2.72% 2,699,742
Harvey 8,223,764 97.28% 229,824 2.72% 2,699,742
Goldberg
Michael 8,223,734 97.28% 229,854 2.72% 2,699,742
Joyner
David 8,223,734 97.28% 229,854 2.72% 2,699,742
Kronfeld
John 8,223,734 97.28% 229,854 2.72% 2,699,742
Millerick
Steven 8,223,734 97.28% 229,854 2.72% 2,699,742
Ruggieri
Peter Sulick 8,223,734 97.28% 229,854 2.72% 2,699,742
Proposal No. 2 - Approval of the Amendment of the Amended and Restated
Employee Stock Purchase Plan.
The shareholders of the Company approved the Amendment of the Amended
and Restated Employee Stock Purchase Plan. The following is a breakdown
of the voting results:
Votes Votes Abstentions Broker Non-
For Against Votes
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Number of 8,009,245 272,648 171,695 2,699,742
Votes
Cast:
Percentage 96.71% 3.29%
of Votes
Cast:(2)
(1) Percentages shown for election of Directors (Proposal
No. 1) are based on totals of votes cast for and
votes withheld from each indicated Director. Broker
non-votes were not considered as part of the totals
on which percentages were based.
(2) Percentages shown for approval of the Amendment of
the Amended and Restated Employee Stock Purchase Plan
(Proposal No. 2) are based on total numbers of votes
cast. Broker non-votes and abstentions were not
considered part of the totals on which the
percentages were based.
Item 8.01 Other Events
Upon Mr. Millerick's election, he and the Company entered into the
Company's previously filed standard form of indemnification agreement
for directors.
SIGNATURES
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.
DYNASIL CORPORATION OF AMERICA
(Registrant)
Date: February 29, 2012 By: /s/ Steven K. Ruggieri
Steven K. Ruggieri
President and CEO
