GENCOR INDUSTRIES INC 8-K

What Happened
Gencor Industries Inc. announced the results of its Annual Meeting of Stockholders held April 3, 2026. Stockholders elected directors (John G. Coburn for Common stock; Marc G. Elliott, Thomas A. Vecchiolla, and Walter A. Ketcham, Jr. for Class B stock), ratified Carr, Riggs & Ingram, L.L.C. as the Company’s independent registered public accounting firm for the year ending September 30, 2026, and approved holding the advisory vote on executive compensation every three years.

Key Details

• Total shares entitled to vote: 12,338,845 Common shares and 2,318,857 Class B shares.
• Director elections:
  • Common stock: John G. Coburn — 5,451,083 votes FOR; 3,700,489 withheld/abstain; 1,371,158 broker non-votes.
  • Class B stock: Marc G. Elliott, Thomas A. Vecchiolla, Walter A. Ketcham, Jr. — each received 2,318,857 votes FOR (no abstentions).
• Auditor ratification: Carr, Riggs & Ingram, L.L.C. approved — Common stock votes FOR 10,501,736; AGAINST 16,730; ABSTAIN 4,264; Class B FOR 2,318,857.
• Say-on-pay frequency: Stockholders voted to hold the advisory vote on executive compensation every three years — Common stock FOR 9,055,905; AGAINST 76,509; ABSTAIN 19,158; Class B FOR 2,318,857.

Why It Matters
The results confirm board continuity and shareholder support for management’s choices (director slate and auditor). Ratifying the independent auditor ensures continuity of the Company’s financial oversight for the fiscal year ending September 30, 2026. Approving a three-year advisory vote cycle (say-on-pay) sets the cadence for future shareholder input on executive compensation. These are governance items investors monitor for company oversight and accountability.