Koss stockholders elect five directors at 2026 meeting

The auditor vote table identifies the fiscal year ending June 30, 2025, while the meeting narrative identifies June 30, 2027.

Filing Impact

(Neutral)

Filing Sentiment

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Sentiment and the balance of points

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Form Type

8-K

Rhea-AI Filing Summary

Koss Corporation reported results of its October 14, 2026 annual meeting, where stockholders elected Thomas L. Doerr, Michael J. Koss, William J. Sweasy, Lenore E. Lillie and Michael J. Koss, Jr. as directors. Votes for the nominees included 4,918,959 for Thomas L. Doerr, 4,903,877 for Michael J. Koss, 4,935,060 for William J. Sweasy, 4,785,174 for Lenore E. Lillie and 4,877,736 for Michael J. Koss, Jr. Stockholders approved, on a non-binding advisory basis, compensation paid to the named executive officers, with 4,914,071 votes for, 79,595 against and 7,927 abstentions. They ratified Wipfli LLP as the independent registered public accounting firm, with 6,776,184 votes for, 24,084 against and 12,550 abstentions.

Filing Explained

The 8-K gives conflicting coverage periods for the auditor ratification: its narrative says the fiscal year ending June 30, 2027, while the voting table says June 30, 2025, so the filing does not consistently identify the appointment period.

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

Votes for Thomas L. Doerr: 4,918,959 votes Votes for Michael J. Koss: 4,903,877 votes Votes for William J. Sweasy: 4,935,060 votes +4 more

7 metrics

Votes for Thomas L. Doerr 4,918,959 votes Director election at the October 14, 2026 annual meeting

Votes for Michael J. Koss 4,903,877 votes Director election at the October 14, 2026 annual meeting

Votes for William J. Sweasy 4,935,060 votes Director election at the October 14, 2026 annual meeting

Votes for Lenore E. Lillie 4,785,174 votes Director election at the October 14, 2026 annual meeting

Votes for Michael J. Koss, Jr. 4,877,736 votes Director election at the October 14, 2026 annual meeting

Votes for executive compensation proposal 4,914,071 votes Non-binding advisory vote at the October 14, 2026 annual meeting

Votes for auditor ratification 6,776,184 votes Wipfli LLP ratification vote at the October 14, 2026 annual meeting

Key Terms

non-binding advisory basis, Broker Non-Votes, Votes Abstaining

3 terms

non-binding advisory basis regulatory

"approved, on a non-binding advisory basis, the compensation paid"

A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.

Broker Non-Votes financial

"Votes Withheld | 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.

Votes Abstaining financial

"Votes Against | Votes Abstaining"

FAQ

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

Which directors did KOSS stockholders elect at the 2026 annual meeting?

Stockholders elected Thomas L. Doerr, Michael J. Koss, William J. Sweasy, Lenore E. Lillie and Michael J. Koss, Jr. as directors. Votes for each nominee were 4,918,959, 4,903,877, 4,935,060, 4,785,174 and 4,877,736, respectively.

How did KOSS stockholders vote on executive compensation and auditor ratification?

They approved named executive officer compensation on a non-binding advisory basis, with 4,914,071 votes for, 79,595 against and 7,927 abstentions. They ratified Wipfli LLP as the independent registered public accounting firm, with 6,776,184 votes for, 24,084 against and 12,550 abstentions.

Which fiscal year does KOSS's auditor ratification cover?

The annual-meeting narrative describes Wipfli LLP's appointment for the fiscal year ending June 30, 2027; the auditor proposal table describes the ratification as for the fiscal year ending June 30, 2025.

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

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Available on EDGAR 10/16/2026 - 10:12 AM EDT Accepted by SEC EDGAR 10/16/2026 - 10:12 AM EDT

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 14, 2026

Koss Corporation

(Exact name of registrant as specified in its charter)

Delaware

0-3295

39-1168275

(State or other

Jurisdiction of

Incorporation)

(Commission File

Number)

(IRS Employer

Identification No.)

4129 North Port Washington Avenue, Milwaukee, Wisconsin 53212

(Address of principal executive offices) (Zip code)

(414) 964-5000

(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:


☐	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	KOSS	NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 14, 2026, the Koss Corporation (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”).

At the Annual Meeting, the Company’s stockholders elected Thomas L. Doerr, Michael J. Koss, William J. Sweasy, Lenore E. Lillie and Michael J. Koss, Jr. to serve as directors. The Company’s stockholders approved, on a non-binding advisory basis, the compensation paid to the Company’s Named Executive Officers as disclosed in the proxy statement for the Annual Meeting as filed with the Securities and Exchange Commission on August 28, 2026 (the “Proxy Statement”). In addition, the Company’s stockholders ratified the appointment of Wipfli LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2027.

The following tables show the voting results of the Annual Meeting:

1. Election of directors.



Director	Votes For	Votes Withheld	Broker Non-Votes
Thomas L. Doerr	4,918,959	82,634	1,811,225
Michael J. Koss	4,903,877	97,716	1,811,225
William J. Sweasy	4,935,060	66,533	1,811,225
Lenore E. Lillie	4,785,174	126,419	1,811,225
Michael J. Koss, Jr.	4,877,736	123,857	1,811,225

2. Proposal to approve, on a non-binding advisory basis, the compensation paid to the Company’s Named Executive Officers as disclosed in the Proxy Statement.




Votes For	Votes Against	Votes Abstaining	Broker Non-Votes
4,914,071	79,595	7,927	1,811,225

3. Proposal to ratify the appointment of Wipfli LLP as the independent registered public accounting firm of the Company for the fiscal year ending June 30, 2025.




Votes For	Votes Against	Votes Abstaining	Broker Non-Votes
6,776,184	24,084	12,550	--

‎

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 thereunto duly authorized.



Dated:	October 16, 2026	KOSS CORPORATION

		By:	/s/ Michael J. Koss
			Michael J. Koss
			Chief Executive Officer and President

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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