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Washington, D.C. 20549


Form 8-K


Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  May 13, 2021


CyberOptics Corporation

(Exact name of registrant as specified in its charter)


Minnesota (0-16577) 41-1472057
(State or other jurisdiction of
incorporation or organization)
Commission File No. (I.R.S. Employer
Identification No.)
5900 Golden Hills Drive
Minneapolis, Minnesota
(Address of principal executive offices)   (Zip Code)


(763) 542-5000

(Registrant’s telephone number, including area code)


(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))


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


Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:


Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, no par value CYBE NASDAQ Stock Market LLC





Item 5.07.      Submission of Matters to a Vote of Security Holders.


CyberOptics Corporation (“CyberOptics”) held its annual meeting of shareholders on May 13, 2021. At the meeting, each of Craig D. Gates, Dr. Subodh K. Kulkarni, Michael M. Selzer, Jr, Dr. Vivek Mohindra and Cheryl Beranek was elected as a director to serve until the annual shareholder meeting in 2022 or until his or her successor is elected and qualified. The shareholders approved, on a nonbinding advisory basis, the compensation for our executive officers. The shareholders also ratified the appointment of BDO USA, LLP as CyberOptics’ independent registered public accounting firm for the year ending December 31, 2021.


As of the March 26, 2021 record date for the meeting, there were 7,299,376 shares of common stock issued and outstanding and 5,528,045 shares were represented at the annual meeting. The voting results were as follows:


1. To elect five directors to serve until the annual meeting in 2022.


  For Withheld Broker Non-Votes
Craig D. Gates 3,575,569 874,582 1,077,894
Dr. Subodh K. Kulkarni 4,360,748   89,403 1,077,894
Michael M. Selzer, Jr. 4,220,257 229,894 1,077,894
Dr. Vivek Mohindra 4,308,651 141,500 1,077,894
Cheryl Beranek 4,321,699 128,452 1,077,894



2. To approve, on a non-binding advisory basis, the compensation to our executive officers.


4,322,938  100,611 26,602  1,077,894



3. To ratify the appointment of BDO USA, LLP as our independent registered public accounting firm.


5,370,032  146,636 11,377 0


Consistent with the vote on the desired frequency of the non-binding shareholder vote on the compensation of executives, the Board of Directors of CyberOptics has determined to include the vote on executive compensation annually in its proxy materials until the next required vote on the frequency of such vote.








Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


    Jeffrey A. Bertelsen, Chief Financial Officer  


Dated:   May 14, 2021