Washington, D.C. 20549







Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 5, 2018




(Exact name of registrant as specified in its charter)




Florida    000-24575    59-3410234

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

1250 Wood Branch Park Drive, Ste 600    77079
(Address of principal executive offices)    (Zip Code)

Registrant’s telephone number, including area code 713-644-8182



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 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.  ☐




Item 5.07 Submission of Matters to a Vote of Security Holders

The voting results on the matters considered by the stockholders of American Electric Technologies, Inc., (“the Company”) at the Annual Meeting held on June 5, 2018 were as follows:


  1. To elect five members to the Company’s Board of Directors


Director Nominee

     Votes For        Votes Withheld        Broker Non-Votes  

Charles M. Dauber

       4,676,680          967,827          1,239,220  

Neal Dikeman

       4,677,881          600,259          1,605,787  

Peter Menikoff

       4,677,991          599,940          1,605,996  

J. Hoke Peacock II

       4,564,847          713,092          1,602,988  

Edward L. Kuntz

       4,669,501          608,438          1,605,988  


  2. To ratify the selection of the independent registered public accounting firm for the fiscal year ending December 31, 2018. There were no Broker Non-Votes.


Votes For


Votes Against


Votes Withheld

7,745,115   100,027   6,612


  3. Advisory resolution to approve executive compensation.


Votes For


Votes Against


Votes Withheld


Broker Non-Votes

4,226,124   789,519   256,228   1,612,056


  4. Frequency of advisory vote to approve executive compensation


1 Year


2 Years


3 Years


Votes Withheld

1,784,486   15,713   3,465,416   12,324


  5. To approve the potential issuance of shares of Common Stock equal to 20% or more of our outstanding Common Stock upon conversion of and payment of dividends on our Series A Convertible Preferred Stock and exercise of our Series A and Series B Common Stock Purchase Warrants.


Votes For


Votes Against


Votes Withheld


Broker Non-Votes

4,919,533   349,553   258,469   748,350


  6. To approve amendment of the 2007 Employee Stock Incentive Plan to authorize the issuance of an additional 500,000 shares of common stock under the plan and to make non-employee directors eligible to receive awards under the plan.


Votes For


Votes Against


Votes Withheld


Broker Non-Votes

4,630,366   632,010   265,209   748,320

The Board of Directors has considered the outcome of the advisory vote with respect to the frequency of the stockholder advisory vote to approve executive compensation and has determined that the Company will hold future votes to approve executive compensation every three years.


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: June 11, 2018     By:   /s/ Charles M. Dauber    
      President and CEO