(Commission File Number) | (IRS Employer Identification No.) | ||||||||||
(Address of Principal Executive Offices) | (Zip Code) | ||||||||||
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 | |||||||||
| None | None | None | |||||||||
| Item 5.07 | Submission of Matters to Vote of Security Holders. | ||||
| On September 30, 2026, Butler National Corporation (the “Company”) held its Annual Meeting of Shareholders (“Annual Meeting”). At the Annual Meeting, 51,955,373 shares of common stock, or approximately 81.48% of the 63,761,397 shares of common stock outstanding and entitled to vote at the Annual Meeting, were present in person or by proxy. At the Annual Meeting, the Company’s shareholders (i) elected each of Michael A. Loh and Julie M. Bowen for a one year term or until a successor is elected and qualified, (ii) ratified the selection of RBSM, LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2027, and (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement. Set forth below are the voting result for each matter submitted to a vote of stockholders at the Annual Meeting. | |||||
| 1. | Election of Directors. | ||||
| Name of Director | For | Against | Abstain | Broker Non-Votes | |||||||||||||
| Michael A. Loh | 39,073,492 | 1,365,873 | 83,212 | 11,432,796 | |||||||||||||
| Julie M. Bowen | 39,077,192 | 1,362,273 | 83,112 | 11,432,796 | |||||||||||||
| 2. | Ratification of RBSM, LLP as Independent Registered Accountant. | ||||
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 51,114,598 | 32,371 | 808,404 | 0 | |||||||||||
| 3. | Advisory Vote on Executive Compensation. | ||||
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 39,719,211 | 363,315 | 440,051 | 11,432,796 | |||||||||||
| BUTLER NATIONAL CORPORATION (Registrant) | |||||
Date: October 2, 2026 | /s/ Adam B. Sefchick Adam B. Sefchick Interim Chief Executive Officer and President and Chief Financial Officer | ||||