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 23, 2012
CYBEX INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| New York | 0-4538 | 11-1731581 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 10 Trotter Drive, Medway, Massachusetts | 02053 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (508) 533-4300
(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)) |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On May 23, 2012, Jerry Lee’s term as a director of Cybex International, Inc. (the “Company”) expired. Mr. Lee did not stand for re-election at the Company’s annual meeting of stockholders on May 23, 2012 (the “Annual Meeting”).
| Item 5.07: | Submission of Matters to a Vote of Security Holders. |
(a) A total of 17,860,108 shares of the Company’s common stock were entitled to vote as of the record date for the Annual Meeting, of which 11,764,497 shares were present in person or by proxy. At the Annual Meeting, the shareholders were asked to vote on the election of two directors of the Company, namely, John Aglialoro and Art Curtis, each to serve for a three-year period. Below is a summary of the final voting results of that proposal.
| Director |
Total Number of Votes Cast For |
Total Number of Votes Withheld |
Total Number of Broker Non-Votes |
|||||||||
| John Aglialoro |
10,997,786 | 764,866 | 1,845 | |||||||||
| Art Curtis |
11,737,657 | 24,995 | 1,845 | |||||||||
There were no other matters voted upon by the shareholders at the Annual Meeting.
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.
Dated: May 24, 2012
| CYBEX INTERNATIONAL, INC. | ||
| (Registrant) | ||
| By: | /s/ John Aglialoro | |
| Name: | John Aglialoro | |
| Title: | Chief Executive Officer | |