Item 5.07. Submission of Matters to a Vote of Security Holders

P&F Industries, Inc. (the "Registrant") held its 2022 annual meeting of stockholders (the "Annual Meeting") on May 25, 2022. At the Annual Meeting, the stockholders (i) elected two (2) directors, each to a term that expires at the 2025 annual meeting of stockholders and until their successors are elected and qualified, (ii) ratified the appointment of CohnReznick LLP as the Registrant's independent registered public accounting firm for the year 2022, (iii) approved an advisory (non-binding) resolution regarding the compensation of the Registrant's named executive officers and (iv) voted in favor of the Registrant holding an advisory (non-binding) vote on the compensation of the named executive officers every three (3) years. Set forth below are the final voting results for each of the proposals.





 1. Election of directors:




Name of Nominee          Votes For   Votes Withheld   Broker Non-Votes
Howard Brod Brownstein   1,857,910      620,626           306,521
Richard A. Horowitz      1,873,619      604,917           306,521

2. Proposal to ratify the appointment of CohnReznick LLP as the Registrant's


    independent registered public accounting firm for the year 2022:




Votes For   Votes Against   Votes Abstained   Broker Non-Votes
2,771,327       7,050            6,680         Not applicable

3. Proposal to approve an advisory (non-binding) resolution regarding the


    compensation of the Registrant's named executive officers:




Votes For   Votes Against   Votes Abstained   Broker Non-Votes
1,862,812      611,943           3,781            306,521

4. Proposal with respect to an advisory (non-binding) vote on the frequency of


    the Registrant's inclusion of an advisory vote regarding the compensation of
    its named executive officers in its future proxy statements for stockholder
    consideration:




One Year   Two Years   Three Years   Votes Abstained   Broker Non-Votes
642,364      9,541      1,824,328         2,303            306,521

The Registrant's Board of Directors decided that the Registrant will hold an advisory (non-binding) vote on the compensation of the named executive officers every three (3) years until it holds the next advisory (non-binding) vote on the frequency of named executive compensation. This decision was based in part on a majority of votes cast being voted in favor of this choice of frequency at the Annual Meeting. Pursuant to Securities and Exchange Commission regulations, the Registrant is required to hold such votes on frequency at least once every six (6) years.

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