Annual Meeting of Stockholders

The Annual Meeting of stockholders of RF Industries, Ltd. ("we," "us," "our" or the "Company") was held on August 30, 2012. We filed our definitive proxy statement (the "Proxy Statement") in connection with the Annual Meeting with the Securities and Exchange Commission on July 12, 2012 (which can be viewed at:
www.sec.gov).

Our stockholders acted upon the following proposals at the Annual Meeting:

· Proposal I: a proposal to elect each of Marvin H. Fink, Howard F. Hill, William L. Reynolds, Darren Clark, David Sandberg and J. Randall Waterfield to serve on our board of directors until the 2013 Annual Meeting of stockholders;

· Proposal II: a proposal to approve an amendment and restatement of our Articles of Incorporation (the "Amended and Restated Articles of Incorporation") to remove unnecessary and outdated provisions and to conform our Articles of Incorporation more closely to those of other Nevada public corporations; and

· Proposal III: a proposal to ratify the selection of J.H. Cohn LLP as our independent registered public accounting firm for the fiscal year ending October 31, 2012.

Voting Results

Proposal I: Marvin H. Fink, Howard F. Hill, William L. Reynolds, Darren Clark, David Sandberg and J. Randall Waterfield were re-elected to serve on our board of directors until the 2013 Annual Meeting of stockholders on the following vote:

Name of Director      "FOR" votes "WITHHELD" votes
Marvin H. Fink         3,671,588       38,479
Howard F. Hill         3,670,522       39,545
William L. Reynolds    3,696,665       13,402
Darren Clark           3,703,867       6,200
David Sandberg         2,532,371     1,177,696
J. Randall Waterfield  2,636,950     1,073,117

In addition, there were 2,381,833 broker non-votes in connection with this proposal.

Proposal II: This proposal was approved with 3,680,210 "FOR" votes, 23,077 "AGAINST" votes and 6,780 "ABSTAIN" votes. In addition, there were 2,381,833 broker non-votes in connection with this proposal.

Proposal III: This proposal was approved with 6,088,277 "FOR" votes, 1,675 "AGAINST" votes and 1,948 "ABSTAIN" votes. There were no broker non-votes in connection with this proposal.

On August 30, 2012, we filed the Amended and Restated Articles of Incorporation in accordance with our disclosure in the Proxy Statement. The Amended and Restated Articles of Incorporation became effective upon filing with the Nevada Secretary of State. A copy of the Amended and Restated Articles of Incorporation is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

(d) Exhibits

Exhibit No. Description
3.1 Amended and Restated Articles of Incorporation of the Company.