Item 5.07 Submission of Matters to Vote of Security Holders

Communications Systems, Inc. (the "Company") held a Special Meeting of Shareholders on July 28, 2021 ("Special Meeting"). The proposals considered at the Special Meeting were described in detail in the Company's Proxy Statement dated June 14, 2021 and first mailed or made available to Company shareholders on June 15, 2021. Of the 9,470,425 shares of the Company's common stock outstanding and entitled to vote at the Special Meeting, 6,551,716 shares or 69.18% of the outstanding shares, were present either in person or by proxy.

The following describes the matters considered by the Company's shareholders at the Special Meeting, and the final results of the votes cast at the meeting:

1. To approve the sale by Communications Systems, Inc. of all of the issued and outstanding stock of its wholly owned subsidiary, Transition Networks, Inc., and the entire issued share capital of its wholly owned subsidiary, Transition Networks Europe Limited, to Lantronix, Inc. pursuant to the securities purchase agreement dated April 28, 2021 ("E&S Sale Proposal").



   For    Against Abstain
6,480,528 62,043   9,145

2. To approve, on an advisory, non-binding basis, certain compensation that has, will or may be paid or become payable to the Communications Systems, Inc. named executive officers in connection with the E&S Sale Transaction ("Advisory Compensation Proposal").



   For    Against Abstain
6,162,368 268,952 120,396

3. To approve the adjournment or postponement of the Special Meeting to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the E&S Sale Proposal ("Adjournment Proposal").



   For    Against Abstain
6,263,078 172,310 116,328

As a result, the Company shareholders

• approved, by vote of 68.42% of the Company shares outstanding, the E&S Sale

Proposal;

• approved, on an advisory, non-binding basis, by vote of 94.05% of the

Company shares present at the Special Meeting and entitled to vote on this

proposal; and

• approved, by vote of 95.59% of the Company shares present at the Special

Meeting and entitled to vote on this proposal, the Adjournment Proposal.

As disclosed in Item 8.01 of this Form 8-K, after conclusion of the Special Meeting, the Company announced that it expects the E&S sale to Lantronix to close on or about Monday, August 2, 2021.

Although the Adjournment Proposal was approved, because the Company's shareholders approved the E&S Sale Proposal and the Advisory Compensation Proposal, there was no reason to adjourn or to postpone the meeting to a future date.




Item 8.01 Other Events

On July 28, 2021, after conclusion of the Special Meeting referred to in this Form 8-K, the Company issued a press release announcing that it expects the closing of the E&S Sale to Lantronix to occur on or about Monday, August 2, 2021. The Company will provide additional details about the closing after it occurs.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following press release is filed as an Exhibit to this Report:



Exhibit No.                         Description of Exhibit

99.1 Communications Systems, Inc. press release dated July 28, 2021.

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