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): ~~November~~December 168, 2020

PERCEPTRON, INC.
(Exact name of registrant as specified in charter)

Michigan	0-20206	38-2381442
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

47827 Halyard Drive, Plymouth, MI	48170-2461
(Address of principal executive offices)	(Zip Code)

(734) 414-6100
(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, $0.01 par value

Rights to Purchase Preferred Stock

PRCP

The Nasdaq Stock Market LLC

(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 25.0207. ~~Results~~Submission of ~~Operations~~Matters ~~and~~to ~~Financial~~a ~~Condition~~Vote of Security Holders.

~~On November 16, 2020,~~ Perceptron, Inc. (the “Company”) ~~issued~~held aits ~~press~~2020 ~~release~~Annual ~~announcing~~Meeting ~~the~~of ~~Company’s~~Shareholders ~~financial and operating results for~~ (the ~~fiscal~~“2020 ~~2021~~Annual ~~first~~Meeting”) ~~quarter~~on ~~ended~~December ~~September 30~~8, 2020. Avia ~~copy~~live ofaudio ~~the~~webcast. ~~press~~Of ~~release~~the ~~relating~~9,779,547 toshares ~~such~~of ~~announcement~~the isCompany’s ~~attached~~Common ~~hereto~~Stock ~~as Exhibit 99.1~~issued, outstanding and ~~incorporated~~entitled byto ~~reference.~~vote ~~Such~~at ~~information,~~the ~~including~~2020 ~~Exhibit~~Annual ~~99.1~~Meeting, ~~attached~~a ~~hereto~~total ~~under Item 9.01~~8,145,210 ~~shall not be deemed “filed” for purposes~~ of ~~Section~~shares 18(or ofapproximately ~~the~~83.28%) ~~Securities~~were ~~Exchange~~represented ~~Act~~in ofperson ~~1934,~~or ~~nor~~by ~~shall~~proxy itat bethe ~~deemed~~meeting. ~~incorporated~~Set byforth ~~reference~~below inare ~~any filing under~~ the ~~Securities~~final ~~Act~~voting ofresults ~~1933,~~for ~~except~~the asproposals ~~shall~~voted beon ~~expressly~~at ~~set~~the ~~forth~~2020 byAnnual ~~specific reference in such filing~~Meeting.

Approval and adoption of the Agreement and Plan of Merger, dated September 27, 2020 between the Company, Atlas Copco North America LLC and Odyssey Acquisition Corp (the “Merger Agreement”).

For	Against	Abstain	Broker Non-Votes
6,706,597	39,719	15,076	1,383,818

As a result, the Merger Agreement was approved and adopted by the shareholders, as recommended by the Board of Directors.

Approval of the adjournment of the 2020 Annual Meeting, if necessary or appropriate, including to permit further solicitation of proxies if there were insufficient votes at the time of the annual meeting to approve and adopt the Merger Agreement.

For	Against	Abstain
7,949,850	182,395	12,965

As a result, the resolution to approve the adjournment of the 2020 Annual Meeting was approved by the shareholders, as recommended by the Board of Directors.

Approval of an advisory vote on the compensation to certain named executive officers of the Company in connection with the merger contemplated by the Merger Agreement.

For	Against	Abstain	Broker Non-Votes
6,380,222	313,811	67,359	1,383,818

As a result, the non-binding resolution to approve the compensation of certain named executive officers of the Company in connection with the merger contemplated by the Merger Agreement was approved by the shareholders, as recommended by the Board of Directors.

Election of six nominees to the Company’s Board of Directors for a one-year term expiring at the 2021 Annual Meeting of Shareholders, or until their successors are duly elected and qualified:

Nominee	For	Number of Shares Withheld	Broker Non-Votes
John F. Bryant	6,502,981	258,411	1,383,818
Jay W. Freeland	6,617,236	144,156	1,383,818
Sujatha Kumar	6,645,904	115,488	1,383,818
C. Richard Neely, Jr.	6,587,920	173,472	1,383,818
James A. Ratigan	6,527,225	234,167	1,383,818
William C. Taylor	6,528,156	233,236	1,383,818

As a result, each nominee was elected by the Company’s shareholders, as recommended by the Board of Directors.

Approval of an advisory vote on executive compensation.

For	Against	Abstain	Broker Non-Votes
6,357,223	160,120	244,049	1,383,818

As a result, the non-binding resolution to approve the compensation of the Company’s named executive officers was approved by the shareholders on an advisory basis, as recommended by the Board of Directors.

Ratification of the selection of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2021:

For	Against	Abstain
7,913,847	14,360	217,003

As a result, the selection of BDO USA, LLP was ratified and approved by the Company’s shareholders, as recommended by the Board of Directors.

Item 8.01. Other Events.

On December 8, 2020, the Company issued a press release announcing the approval and adoption of the Merger Agreement by the shareholders of the Company. Attached hereto and incorporated by reference as Exhibit 99.1 is the press release relating to such announcement.

Item 9.01. Financial Statements and Exhibits.

D. (d) Exhibits.

Exhibit No.		Description of Exhibit
Exhibit 99.1		Press Release, dated November 16, 2020, announcing the Company's financial and operating results for the fiscal 2021 first quarter ended September 30, 2020.
99.1		Press release, dated December 8, 2020, announcing the approval and adoption of the Merger Agreement by the shareholders of the Company.

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.

		PERCEPTRON, INC.
Date: November 16, 2020		/s/ Bill Roeschlein
Date: December 8, 2020		/s/ Bill Roeschlein
		By: Bill Roeschlein
		Its: Interim Vice President, Finance and Chief Financial Officer

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