UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
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| Item 8.01. | Other Events. |
The Annual Meeting of Shareholders of Gencor Industries, Inc. (the “Company”) that follows the end of the fiscal year ended September 30, 2024 has been scheduled for September 26, 2025 (the “Annual Meeting”). The exact time and location of the Annual Meeting will be as set forth in our definitive proxy statement for the Annual Meeting to be filed with the Securities and Exchange Commission (“SEC”). The record date for the determination of shareholders of the Company entitled to notice of and to vote at the Annual Meeting or any adjournment or postponement thereof is August 11, 2025.
Because the Company has changed the date of its Annual Meeting following its fiscal year ended September 30, 2024 by more than 30 days from the date of the previous year’s meeting, the Company has set a new deadline for the receipt of shareholder proposals submitted pursuant to Rule 14a-8 under the Exchange Act of 1934, as amended (the “Exchange Act”), for inclusion in the Company’s proxy materials for the Annual Meeting. In order to be considered timely, such proposals must be received by the Secretary of the Company no later than July 28, 2025, which the Company determined to be a reasonable time before it expects to begin to print and send the proxy statement related to the Annual Meeting. Any proposal submitted after the above deadline will not be considered timely and will be excluded from the Company’s proxy materials. Proposals of shareholders must also comply with the rules of the SEC regarding the inclusion of shareholder proposals in proxy materials, and the Company may omit from its proxy materials any proposal that does not comply with the SEC’s rules.
In addition, any shareholder seeking to submit proposals outside of Exchange Act Rule 14a-8 or to nominate a director must provide timely notice, as set forth in the Company’s Amended and Restated By-Laws (the “By-Laws”). Specifically, written notice of any proposed business or director nomination must be received by the Company’s Secretary no later than the close of business on July 28, 2025, which is the tenth day following this public announcement of the date of the Annual Meeting. Any notice of proposed business or nomination must comply with the specific requirements set forth in the Company’s By-Laws.
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.
| GENCOR INDUSTRIES, INC. | ||||||
| July 18, 2025 | By: | /s/ Marc G. Elliott | ||||
| Marc G. Elliott, President | ||||||
| July 18, 2025 | By: | /s/ Eric E. Mellen | ||||
| Eric E. Mellen, Chief Financial Officer | ||||||