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): September 29, 2010

 

AEROVIRONMENT, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-33261

 

95-2705790

(State or other jurisdiction of

incorporation or organization)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

181 W. Huntington Drive, Suite 202

 

 

Monrovia, CA

 

91016

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (626) 357-9983

 

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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange ct (17 CFR 240.14d-2(B))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c)) under the Exchange Act (17 CFR 240.13e-4c))

 

 

 



 

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

 

The Annual Meeting of Stockholders of AeroVironment, Inc. (the “Company”) was held on September 29, 2010, at 10:00 a.m., Pacific time, at the Courtyard by Marriott, 700 West Huntington Drive, Monrovia, California 91016. The following is a brief description of matters voted upon at the meeting:

 

Proposal 1 — Election of Directors

 

The Company’s stockholders elected the three persons nominated by the Board of Directors as Class I directors for a three-year term as follows:

 

 

 

Number of Shares

 

Name of Director

 

For

 

Withheld

 

Broker
Non-Votes

 

Kenneth R. Baker

 

16,512,029

 

193,240

 

3,043,700

 

 

 

 

 

 

 

 

 

Murray Gell-Mann

 

16,115,201

 

590,068

 

3,043,700

 

 

 

 

 

 

 

 

 

Charles R. Holland

 

15,643,230

 

1,062,039

 

3,043,700

 

 

Each of the above directors shall serve for a term of three years and until their successors have been duly elected and qualified.

 

Proposal 2 — Ratification of Company’s Independent Auditors

 

The Audit Committee selected Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2011. The Company’s stockholders ratified the selection of Ernst & Young LLP as follows:

 

Number of Shares

 

For

 

Against

 

Abstain

 

19,399,943

 

314,284

 

34,742

 

 

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SIGNATURE

 

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.

 

 

 

AEROVIRONMENT, INC.

 

 

 

 

 

Date:     October 4, 2010

By:

/s/ Timothy E. Conver

 

 

Timothy E. Conver

 

 

Chairman, President and Chief Executive Officer

 

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