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

On September 22, 2020, the Company held its 2020 Annual Meeting of Stockholders. Proxies for the meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934 and Regulation 14A thereunder for the purpose of (i) electing two Class III Directors to hold office until the 2023 Annual Meeting of Stockholders, (ii) ratifying the selection of BDO USA, LLP as registered public accountants of the Company for the fiscal year ending April 30, 2021, (iii) providing approval, on an advisory basis, of compensation of the Company's named Executive Officers (as used in the Company's Proxy Statement filed on EDGAR on August 21, 2020, and initially mailed to stockholders on that date ( the "2020 Proxy Statement") and (iv) providing, on an advisory basis, a recommendation regarding the frequency of future advisory votes on executive compensation. Each holder of common stock was entitled to one vote for each share held on the record date.

The following individuals were elected as Class III Directors to hold office until the 2023 Annual Meeting of Stockholders: Gary R Fairhead and Dilip S. Vyas. The number of shares cast for, against/withheld, and abstentions and broker non-votes, with respect to the nominees were as follows:






              Nominee         For    Against / Withheld Broker Non-Votes

          Gary R. Fairhead 1,589,935      118,566           1,601,578

          Dilip S. Vyas    1,524,983      183,517           1,601,579




The following persons are directors of the Company whose current term extends beyond the 2020 Annual Meeting of Stockholders: Linda K. Frauendorfer, Bruce J. Mantia, Thomas W. Rieck, Barry R. Horek and Paul J. Plante. There was no solicitation in opposition to management's nominees for directors.

The stockholders voted to approve the ratification of the selection of BDO USA, LLP as registered public accountants for the Company for the fiscal year ending April 30, 2021. A total of 3,103,000 shares were cast for such ratification, 82,914 shares were voted against, 124,165 shares were abstained.

The stockholders voted to approve, on an advisory basis, the compensation of the Company's named Executive Officers. A total of 1,421,133 shares were cast for such approval, 268,228 shares voted against/withheld, 19,140 shares abstained and there were 1,601,578 shares represented by broker non-votes with respect to such approval.

The stockholders voted to provide, on an advisory basis, a recommendation that future advisory votes on executive compensation be held once every year. A total of 760,455 shares were cast in favor of making a recommendation that such future advisory votes on executive compensation be held once every year, 61,741 shares were cast in favor of making a recommendation that such future advisory votes be held once every two years, 559,537 shares were cast in favor of making a recommendation that such future advisory votes be held once every three years

and 326,768 shares abstained with respect to such votes and there were 1,601,578 shares represented by broker non-votes with respect to such recommendation.

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