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ORBT > SEC Filings for ORBT > Form 8-K on 26-Jun-2013All Recent SEC Filings

Show all filings for ORBIT INTERNATIONAL CORP

Form 8-K for ORBIT INTERNATIONAL CORP


26-Jun-2013

Entry into a Material Definitive Agreement, Submission of Matters to a V


Item 1.01 Entry into a Material Definitive Agreement.

On June 24, 2013, Orbit International Corp. ("Orbit") and its subsidiaries, Behlman Electronics, Inc., Tulip Development Laboratory, Inc. and Integrated Consulting Services, Inc. d/b/a Integrated Combat Systems (collectively, the "Borrowers") entered into an amendment to its Credit Agreement ("Amendment") with People's United Bank. The Amendment relates to that certain Credit Agreement initially executed by the Borrowers and People's United Bank on November 8, 2012 (the "Credit Agreement"). Pursuant to the Amendment, the maturity date for the Borrowers' committed line of credit was extended to July 1, 2015. The Amendment also permits Orbit to purchase up to $400,000, in the aggregate, of its common stock during each year beginning July 1 and ending June 30, during the term of the Amendment.

The discussion in this Item 1.01 regarding the Credit Agreement and the Amendment is qualified in its entirety by the Credit Agreement and the Amendment attached hereto as Exhibits 10.1 and 10.2 respectively.



Item 5.07 Submission of Matters to a Vote of Security Holders

On June 21, 2013, the following proposals were submitted to the stockholders of Orbit at its annual meeting of stockholders: (i) the election of six (6) directors; (ii) the ratification of the appointment of EisnerAmper LLP as Orbit's independent registered public accounting firm for the fiscal year 2013;
(iii) the holding of a non-binding stockholder advisory vote on the compensation of named executive officers of Orbit; and (iv) the holding of a non-binding stockholder advisory vote on the frequency of holding a non-binding advisory vote on the compensation of named executive officers of Orbit.

The following are the final vote results for each proposal.

(i) Orbit's stockholders elected each of the following six (6) directors to serve on Orbit's Board of Directors until their successors are duly elected and qualified by the following vote:

Election of Directors Votes For Votes Withheld

                  Mitchell Binder       2,209,442    106,385
                  Fredric Gruder        2,197,470    118,357
                  Bernard Karcinell     2,030,802    285,025
                  Sohail Malad          2,198,070    117,757
                  Lawrence Rainville    2,210,963    104,864
                  Wayne Cadwallader     2,176,534    139,293

(ii) Orbit's stockholders ratified the appointment of EisnerAmper LLP as Orbit's independent registered public accounting firm for the fiscal year 2013 by the following vote:

Votes For Votes Against Votes Withheld
3,912,819 39,538 3,457

(iii) Orbit's stockholders approved the compensation of the named executive officers of Orbit by the following vote:

Votes For Votes Against Votes Withheld
2,203,655 90,669 21,503


(iv) Orbit's stockholders selected one year as the rate of frequency for holding a non-binding advisory vote to approve the compensation of the named executive officers of Orbit by the following vote:

Votes For One Year Votes For Two Years Votes For Three Years 2,120,742 17,414 145,618



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit  Description
10.1     Credit Agreement, dated as of November 8, 2012, by and among Orbit
         International Corp., Behlman Electronics, Inc., Tulip Development
         Laboratory, Inc., Integrated Consulting Services, Inc. d/b/a Integrated
         Combat Systems and People's United Bank (incorporated by reference to
         Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on
         November 13, 2012)

10.2 Amendment to the Credit Agreement, dated as of June 24, 2013, by and among Orbit International Corp., Behlman Electronics, Inc., Tulip Development Laboratory, Inc., Integrated Consulting Services, Inc. d/b/a Integrated Combat Systems and People's United Bank

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