Item 5.08. Shareholder Director Nominations.
The Board of Directors (the "Board") of Solitron Devices, Inc. ("Solitron" or
the "Company") has established that the 2022 annual meeting of stockholders (the
"2022 Annual Meeting") will be held on Friday, January 13, 2023. Stockholders of
record at the close of business on November 18, 2022, and only such
stockholders, will be entitled to notice of and to vote at the 2022 Annual
Meeting. The time and location of the 2022 Annual Meeting will be as set forth
in the Company's definitive proxy statement for the 2022 Annual Meeting.
Because the date of the 2022 Annual Meeting differs by more than thirty days
from the anniversary date of the Company's 2021 annual meeting of stockholders,
which was held on December 9, 2021, the deadline for submission of any
stockholder proposals pursuant to Rule 14a-8 under the Securities Exchange Act
of 1934, as amended (the "Exchange Act"), and the deadlines for any stockholder
to submit a nominee to serve as director or to submit a proposal to be
considered at the meeting or for inclusion in the Company's proxy materials
outside of Rule 14a-8, as set forth in the Company's 2021 proxy statement, filed
with the SEC on November 5, 2021 (the "2021 Proxy Statement"), no longer apply.
Pursuant to Rule 14a-5(f) of the Exchange Act, the Company is hereby providing
notice of the revised deadlines for such proposals by means of this report.
Pursuant to Rule 14a-8 of the Exchange Act, stockholders of the Company who wish
to have a proposal considered for inclusion in the Company's proxy materials for
the 2022 Annual Meeting must ensure that such proposal is received by, on or
before the close of business on November 19, 2022, which the Company has
determined to be a reasonable time before it expects to begin to print and send
its proxy materials. Any such proposal must also meet the requirements set forth
in the rules and regulations of the Securities and Exchange Commission to be
eligible for inclusion in the proxy materials for the 2022 Annual Meeting and
must comply with the provisions contained in the Company's Amended and Restated
By-laws relating to stockholder proposals.
Proposals and notices must be in writing and received at the principal executive
offices of the Company at 901 Sansburys Way, West Palm Beach, Florida 33411 and
must also comply with the requirements set forth in the rules and regulations of
the Exchange Act and the Company's Amended and Restated By-laws.
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