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    CPS Technologies Corp. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    5/1/25 1:16:28 PM ET
    $CPSH
    Building Materials
    Consumer Discretionary
    Get the next $CPSH alert in real time by email
    cpsh20250501_8k.htm
    false 0000814676 0000814676 2025-04-29 2025-04-29
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, DC 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): April 29, 2025
     
     
    CPS TECHNOLOGIES CORP.
    (Exact Name of Registrant as Specified in its Charter)
     
     
    Delaware
    0-16088
    04-2832509
    (State or other jurisdiction of
    incorporation)
    (Commission File Number)
    (IRS Employer Identification No.)
       
    111 South Worcester Street, Norton, Massachusetts
    02766
    (Address of principal executive offices)
    (Zip Code)
     
    508-222-0614
    (Registrant’s telephone number, including area code)
     
    N/A
    (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 (17CFR 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 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(b) of the Act:
     
    Title of each class
     
    Trading Symbol(s)
     
    Name of each exchange on which registered
    Common Stock, $0.01 par value
     
    CPSH
     
    NASDAQ Capital Markets
     
     

     
     
    Item 5.07 Submission of Matters to a Vote of Security Holders.
     
    On April 29, 2025, CPS Technologies Corp. (“CPS” or the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). Of the 14,525,960 shares of the Company’s common stock outstanding and eligible to vote at the Annual Meeting, 7,661,702 shares, or 52.7% of the eligible common stock, were present either in person or by proxy. Based on the results reported by an independent inspector of elections, in excess of 85% of votes cast at the Annual Meeting were in support of each of the Company’s five nominees. The final results of the matters voted on at the Annual Meeting are provided below:
     
    Proposal 1: The following individuals were elected as directors to hold office until the next annual meeting of stockholders or until their respective successors are elected and qualified.
     
    Director Name
     
    For
       
    For (%)
       
    Against
       
    Abstained
     
    Grant C. Bennett
       
    4,360,963
         
    87.8
         
    584,475
         
    22,407
     
    Francis J. Hughes, Jr.
       
    4,757,655
         
    95.8
         
    187,683
         
    22,507
     
    Daniel C. Snow
       
    4,775,073
         
    96.1
         
    148,687
         
    44,085
     
    I. James Cavoli
       
    4,943,674
         
    99.5
         
    8,497
         
    15,674
     
    Ralph M. Norwood
       
    4,829,152
         
    97.2
         
    116,119
         
    22,574
     
     
    Proposal 2:  Advisory vote to approve named executive officer compensation.
     
    For
     
    Against
     
    Abstained
    4,787,691 (96.4%)
       
    147,883 (3.0%)
       
    32,271 (0.6%)
     
    Proposal 3:  Ratification of selection of independent registered Public Accounting Firm
     
    For
     
    Against
     
    Abstained
    7,246,420 (94.6%)
       
    3,686 (0.0%)
       
    411,596 (5.4%)
     
     
    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 thereunto duly authorized.
     
    CPS Technologies Corp.
    (Registrant)
    Date: May 1, 2025
    /s/ Charles K. Griffith Jr.
    Charles K. Griffith Jr.
    Chief Financial Officer
     
     
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