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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 15, 2025
 
broadwindlogo22020resized.jpg
 
 
 
BROADWIND, INC.
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware
 
001-34278
 
88-0409160
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
3240 South Central Avenue, Cicero, Illinois 60804
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s Telephone Number, Including Area Code: (708) 780-4800
 
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))
 
     
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.001 par value
BWEN
The NASDAQ Capital Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.
 
On May 15, 2025, Broadwind, Inc. (the “Company”) held its Annual Meeting of Stockholders. Matters voted on by the stockholders included: (i) election of six directors to hold office for a term of one year or until their successors are duly elected and qualified; (ii) a non-binding advisory vote to approve the compensation of the Company’s named executive officers; (iii) ratification of the fourth amendment of the Company’s Section 382 Rights Agreement; and (iv) ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for 2025. The results of the stockholders’ votes are reported below:
 
1. With respect to the election of directors:
 
NAME OF CANDIDATE
 
FOR
 
AGAINST
   
             
Eric B. Blashford
 
6,977,302
 
451,187
   
Philip J. Christman
 
6,801,774
 
622,823
   
Jeanette A. Press
 
6,872,896
 
552,364
   
David P. Reiland
 
6,789,819
 
630,837
   
Sachin M. Shivaram
 
6,972,505
 
456,031
   
Cary B. Wood
 
6,955,172
 
474,197
   
             
 
2. With respect to the non-binding advisory vote to approve the compensation of the Company’s named executive officers (“Say-on-Pay” vote):
 
FOR 
 
AGAINST 
 
ABSTAIN 
BROKER NON-VOTES
 
6,774,460
 
537,553
 
126,848
7,611,182
 
 
 
3. With respect to the ratification of the fourth amendment to the Company’s 382 Rights Agreement:
 
FOR 
 
AGAINST 
 
ABSTAIN 
BROKER NON-VOTES
 
6,761,066
 
658,208
 
19,587
7,611,182
 
 
 
4. With respect to the ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for 2025:
 
FOR 
 
   AGAINST
 
ABSTAIN
    14,426,716
 
 474,989
 
148,338
 
 
 

 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
BROADWIND, INC.
     
May 19, 2025
By:
/s/ Eric B. Blashford
     
   
Eric B. Blashford
   
President and Chief Executive Officer
   
(Principal Executive Officer)