PRO-DEX, INC. (NASDAQ:PDEX) Files An 8-K Submission of Matters to a Vote of Security Holders

PRO-DEX, INC. (NASDAQ:PDEX) Files An 8-K Submission of Matters to a Vote of Security Holders

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Item 5.07

Submission of Matters to a Vote of Security
Holders

On November 29, 2016, Pro-Dex, Inc. (the Company) held its 2016
Annual Meeting of Shareholders (the Annual Meeting). At the
Annual Meeting, the Companys shareholders voted on three
proposals and two advisory votes set forth below. The proposals
and advisory votes are described in detail in the Companys
definitive proxy statement for the Annual Meeting filed with the
Securities and Exchange Commission on October17, 2016 (the Proxy
Statement).

1. To elect Raymond E. Cabillot, William J. Farrell III, David
C. Hovda, Nicholas J. Swenson and Richard L. Van Kirk (the
Candidates) to serve as members of the board of directors
(Board) of the Company until their successors are duly
elected and qualified.
Candidate Votes For Withheld Broker Non-Votes
Raymond E. Cabillot 2,201,135 15,279

1,370,236

William J. Farrell III 2,195,008 21,406

1,370,236

David C. Hovda 2,209,893 6,521

1,370,236

Nicholas J. Swenson 2,187,329 29,085

1,370,236

Richard L. Van Kirk 2,210,146 6,268

1,370,236

On the basis of the foregoing votes, each of the Candidates was
elected.

2. To ratify the appointment of Moss Adams, LLP as the Companys
independent registered public accounting firm for the year
ending June 30, 2017.
For Against Abstain Broker Non-Votes
3,435,324 3,631 147,695

On the basis of the foregoing votes, the proposal was ratified.

3. To ratify and approve the Companys 2016 Equity Incentive
Plan.
For Against Abstain Broker Non-Votes
2,171,656 38,407 6,351 1,370,236

On the basis of the foregoing votes, the proposal was ratified.

4. To cast a non-binding advisory vote with regard to the
compensation of the Companys Named Executive Officers (as
defined in the Proxy Statement) as set forth in the Proxy
Statement.
For Against Abstain Broker Non-Votes
2,184,964 22,407 9,043 1,370,236

On the basis of the foregoing votes, the shareholders approved,
on a non-binding advisory basis, the compensation of the Named
Executive Officers.

5. To cast a non-binding advisory vote with regard to the
increase in compensation of the Companys independent
directors (as defined in the Proxy Statement) as set forth in
the Proxy Statement.
For Against Abstain Broker Non-Votes
2,175,385 39,407 1,622 1,370,236


About PRO-DEX, INC. (NASDAQ:PDEX)



PRO-DEX, INC. (NASDAQ:PDEX) Recent Trading Information

PRO-DEX, INC. (NASDAQ:PDEX) closed its last trading session at with 6,462 shares trading hands.

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