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 24, 2012
Aehr Test Systems
(Exact name of Registrant as specified in its charter)
California 000-22893 94-2424084
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification Number)
400 Kato Terrace
Fremont, California 94539
(Address of principal executive offices, including zip code)
510-623-9400
(Registrant's telephone number, including area code)
N/A
(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))
ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The Annual Meeting of Shareholders of Aehr Test Systems (the "Company")
was held on October 24, 2012 (the "Annual Meeting"). There were 9,236,351
shares of common stock entitled to vote at the Annual Meeting and 7,862,097
shares were present in person or by proxy.
Four items of business were acted upon by shareholders at the Annual
Meeting. The voting results are as follows:
Proposal One: Election of Directors of the Company.
BROKER
NOMINEE VOTES FOR VOTES WITHHELD NON-VOTES
------------------ --------- -------------- ---------
Rhea J. Posedel 3,118,999 40,134 4,702,964
Gayn Erickson 3,143,066 16,067 4,702,964
Robert R. Anderson 3,139,566 19,567 4,702,964
William W.R. Elder 3,137,366 21,767 4,702,964
Mukesh Patel 3,102,464 56,669 4,702,964
Mario M. Rosati 3,140,866 18,267 4,702,964
Howard T. Slayen 3,102,464 56,669 4,702,964
Proposal Two: Approve an amendment to the Company's 2006 Equity Incentive Plan
to increase the number of shares reserved for issuance thereunder by an
additional 1,000,000 shares.
VOTES VOTES VOTES BROKER
PROPOSAL FOR AGAINST ABSTAIN NON-VOTES
-------- --------- --------- --------- ---------
TWO 2,714,021 444,765 347 4,702,964
Proposal Three: Approve an amendment to the Company's 2006 Employee Stock
Purchase Plan to increase the number of shares reserved for issuance thereunder
by an additional 350,000 shares.
VOTES VOTES VOTES BROKER
PROPOSAL FOR AGAINST ABSTAIN NON-VOTES
-------- --------- --------- --------- ---------
THREE 2,968,736 149,448 40,949 4,702,964
Proposal Four: Ratify the selection of Burr Pilger Mayer, Inc. as the Company's
independent registered public accounting firm for the fiscal year ending May
31, 2013.
VOTES VOTES VOTES BROKER
PROPOSAL FOR AGAINST ABSTAIN NON-VOTES
-------- --------- --------- --------- ---------
FOUR 7,721,691 100,976 39,430 --
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.
Aehr Test Systems
(Registrant)
Date: October 26, 2012
By: /S/ GARY L. LARSON
-------------------------
Gary L. Larson
Vice President of Finance and
Chief Financial Officer