Frequency Electronics reports 2026 director votes

8,731,732 shares, representing 77.58% of shares entitled to vote, were represented in person or by proxy.

Rhea-AI Filing Summary

Frequency Electronics, Inc. reported results from its October 7, 2026 annual meeting of stockholders. A total of 8,731,732 shares, representing 77.58% of common shares entitled to vote, were represented in person or by proxy.

The director vote table reported votes for, withheld and broker non-votes as follows: Jonathan Brolin, 6,549,703 for, 585,824 withheld and 1,596,205 broker non-votes; Lance Lord, 5,460,320 for, 1,675,207 withheld and 1,596,205 broker non-votes; Russell Sarachek, 6,996,406 for, 139,121 withheld and 1,596,205 broker non-votes; Richard Schwartz, 6,501,836 for, 633,691 withheld and 1,596,205 broker non-votes; and Thomas McClelland, 6,987,070 for, 148,457 withheld and 1,596,205 broker non-votes. Two other reported vote tallies were 8,711,761 for, 14,624 against and 5,347 abstentions; and 6,855,209 for, 160,652 against, 119,666 abstentions and 1,596,205 broker non-votes.

8-K Event Classification

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

1 item

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

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Shares represented: 8,731,732 shares Shares entitled to vote represented: 77.58% Votes for Jonathan Brolin: 6,549,703 votes +4 more

7 metrics

Shares represented 8,731,732 shares At the October 7, 2026 annual meeting

Shares entitled to vote represented 77.58% At the October 7, 2026 annual meeting

Votes for Jonathan Brolin 6,549,703 votes Director vote

Votes for Lance Lord 5,460,320 votes Director vote

Votes for Russell Sarachek 6,996,406 votes Director vote

Votes for Richard Schwartz 6,501,836 votes Director vote

Votes for Thomas McClelland 6,987,070 votes Director vote

Key Terms

BROKER NON-VOTES, WITHHELD, ABSTAIN

3 terms

BROKER NON-VOTES regulatory

"1,596,205 BROKER NON-VOTES"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

WITHHELD regulatory

"585,824 WITHHELD"

ABSTAIN regulatory

"5,347 ABSTAIN"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many FEIM shares were represented at the 2026 annual meeting?

8,731,732 shares, representing 77.58% of common shares entitled to vote, were represented in person or by proxy.

How did FEIM shareholders vote for the director nominees?

Votes for, withheld and broker non-votes were: Jonathan Brolin, 6,549,703, 585,824 and 1,596,205; Lance Lord, 5,460,320, 1,675,207 and 1,596,205; Russell Sarachek, 6,996,406, 139,121 and 1,596,205; Richard Schwartz, 6,501,836, 633,691 and 1,596,205; and Thomas McClelland, 6,987,070, 148,457 and 1,596,205.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): October 7, 2026

FREQUENCY ELECTRONICS, INC.

(Exact name of registrant as specified in its charter)

Delaware		1-8061		11-1986657
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

55 Charles Lindbergh Blvd., Mitchel Field, NY		11553
(Address of principal executive offices)		(Zip Code)

(516) 794-4500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock (par value $1.00 per share)		FEIM		NASDAQ Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On October 7, 2026, Frequency Electronics, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 8,731,732 shares or 77.58% of the shares of Common Stock of the Company entitled to vote at the Annual Meeting were represented in person or by proxy, and the stockholders:

● elected each of the Company’s nominees for director to serve for terms of one year and until their respective successors are elected and qualified;

● ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2027; and

● approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers.

The voting results at the Annual Meeting were as follows:

1. Election of the following five directors:

DIRECTOR			FOR			WITHHELD			BROKER NON-VOTES
Jonathan Brolin			6,549,703			585,824			1,596,205
Lance Lord			5,460,320			1,675,207			1,596,205
Russell Sarachek			6,996,406			139,121			1,596,205
Richard Schwartz			6,501,836			633,691			1,596,205
Thomas McClelland			6,987,070			148,457			1,596,205

2. Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2027:

FOR			AGAINST			ABSTAIN			BROKER NON-VOTES
8,711,761			14,624			5,347			0

3. Approval of the non-binding advisory vote on the compensation of the Company’s named executive officers:

FOR			AGAINST			ABSTAIN			BROKER NON-VOTES
6,855,209			160,652			119,666			1,596,205

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FREQUENCY ELECTRONICS, INC.
	By:	/s/ Steven Bernstein
		Steven Bernstein
		Chief Financial Officer, Secretary and Treasurer

Dated: October 8, 2026

2

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB