Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):  May 25, 2011


P & F INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware
1-5332
22-1657413
(State or Other Jurisdiction
(Commission File No.)
(IRS Employer
of Incorporation)
  
Identification Number)

445 Broadhollow Road, Suite 100, Melville, New York 11747
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code:  (631) 694-9800

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:

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 Act (17CFR 240.14d-2(b))

o
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
 
On May 25, 2011, the Registrant held its 2011 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders (i) elected three (3) directors to terms that expire at the 2014 annual meeting of stockholders, (ii) ratified the appointment of J.H. Cohn LLP  as the Registrant’s independent registered public accounting firm for the year 2011 and (iii) approved the Registrant’s amended and restated executive 162(m) bonus plan.  Set forth below are the final voting results for each of the proposals:
 
 
1.  
Election of directors:
 
Name of Nominee
Votes For
Votes Withheld
Broker Non-Votes
       
Kenneth M. Scheriff
2,459,620
435,304
533,629
       
Mitchell A. Solomon
2,111,589
783,355
533,629
       
Marc A. Utay
2,470,109
424,815
533,629

 
 
2.  
Proposal to ratify the appointment of J.H. Cohn LLP as the Registrant’s independent registered public accounting firm for the year 2011:
 
Votes For
Votes Against
Votes Abstained
Broker Non-Votes
       
3,399,302
28,371
880
Not applicable

 
 
3.  
Proposal to approve the Registrant’s Amended and Restated Executive 162(m) Bonus Plan:
 
Votes For
Votes Against
Votes Abstained
Broker Non-Votes
       
2,098,382
793,277
3,265
533,629
 
 
 
 
 
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.
 
  P & F INDUSTRIES, INC.  
       
Date: May 31, 2011
      
 
By:
/s/ Joseph A. Molino, Jr.  
   
Joseph A. Molino, Jr.
Vice President,
Chief Operating Officer and
Chief Financial Officer