UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: August 31, 2007
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File No.: 0-16035
SONO-TEK CORPORATION
(Exact name of small business issuer as specified in its charter)
New York 14-1568099
------------------------------- -------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2012 Rt. 9W, Milton, NY 12547
(Address of Principal Executive Offices) (Zip Code)
Issuer's telephone no., including area code: (845) 795-2020
Indicate by check mark whether the small business issuer (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
small business issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. YES |X| NO |_|
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES |_| NO |X|
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
Outstanding as of
Class October 2, 2007
----- ---------------
Common Stock, par value $.01 per share 14,360,541
SONO-TEK CORPORATION
INDEX
Part I - Financial Information Page
Item 1 - Consolidated Financial Statements: 1 - 3
Consolidated Balance Sheets - August 31, 2007 (Unaudited) and
February 28, 2007 1
Consolidated Statements of Income - Six Months and Three Months Ended
August 31, 2007 and 2006 (Unaudited) 2
Consolidated Statements of Cash Flows - Six Months Ended
August 31, 2007 and 2006 (Unaudited) 3
Notes to Consolidated Financial Statements 4 - 7
Item 2 - Management's Discussion and Analysis or Plan of Operations 8 - 11
Item 3 - Controls and Procedures 12
Part II - Other Information 13
Signatures 14
SONO-TEK CORPORATION
CONSOLIDATED BALANCE SHEETS
ASSETS
August 31,
2007 February 28,
Current Assets: Unaudited 2007
------------- -------------
Cash and cash equivalents $ 2,223,514 $ 2,268,976
Accounts receivable (less allowance of $18,500
at August 31 and February 28) 797,276 946,833
Inventories 1,566,082 1,406,231
Prepaid expenses and other current assets 27,346 69,107
Deferred tax asset 270,000 270,000
------------- -------------
Total current assets 4,884,218 4,961,147
------------- -------------
Equipment, furnishings and leasehold improvements (less
accumulated depreciation of $962,611 and $896,773 at
August 31 and February 28, respectively) 299,523 301,360
Intangible assets, net 28,675 30,744
Other assets 7,171 7,171
Deferred tax asset 446,239 411,239
------------- -------------
TOTAL ASSETS $ 5,665,826 $ 5,711,661
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 225,381 $ 209,202
Accrued expenses 375,774 476,140
Current maturities of long term debt 28,263 27,373
Deferred tax liability 16,239 16,239
------------- -------------
Total current liabilities 645,657 728,954
Long term debt, less current maturities 37,147 51,506
Deferred tax liability 80,000 80,000
------------- -------------
Total liabilities 762,804 860,460
------------- -------------
Commitments and Contingencies -- --
Stockholders' Equity
Common stock, $.01 par value; 25,000,000 shares
authorized, 14,360,541 shares issued and
outstanding at August 30 and February 28 143,606 143,606
Additional paid-in capital 8,328,138 8,308,301
Accumulated deficit (3,568,722) (3,600,706)
------------- -------------
Total stockholders' equity 4,903,022 4,851,201
------------- -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 5,665,826 $ 5,711,661
============= =============
See notes to consolidated financial statements.
SONO-TEK CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
Unaudited
Six Months Ended August 31, Three Months Ended August 31,
------------------------------ ------------------------------
2007 2006 2007 2006
------------------------------ ------------------------------
Net Sales $ 2,647,166 $ 3,615,682 $ 1,414,523 $ 1,833,938
Cost of Goods Sold 1,387,884 1,811,978 758,751 858,854
------------ ------------ ------------ ------------
Gross Profit 1,259,282 1,803,704 655,772 975,084
------------ ------------ ------------ ------------
Operating Expenses
Research and product development costs 432,827 377,333 205,792 197,823
Marketing and selling expenses 494,086 660,336 260,042 339,848
General and administrative costs 385,311 438,795 202,618 219,610
------------ ------------ ------------ ------------
Total Operating Expenses 1,312,224 1,476,464 668,452 757,281
------------ ------------ ------------ ------------
Operating Income (Loss) (52,942) 327,240 (12,680) 217,803
Interest Expense (2,377) (3,308) (1,142) (2,014)
Interest Income 47,829 28,874 23,061 15,017
Other Income 5,661 5,861 2,831 3,030
------------ ------------ ------------ ------------
Income (Loss) from Operations Before Income Taxes (1,829) 358,667 12,070 233,836
Income Tax (Benefit) (33,813) -- -- --
------------ ------------ ------------ ------------
Net Income $ 31,984 $ 358,667 $ 12,070 $ 233,836
============ ============ ============ ============
Basic Earnings Per Share $ 0.00 $ 0.02 $ 0.00 $ 0.02
============ ============ ============ ============
Diluted Earnings Per Share $ 0.00 $ 0.02 $ 0.00 $ 0.02
============ ============ ============ ============
Weighted Average Shares - Basic 14,360,541 14,359,341 14,360,541 14,360,541
============ ============ ============ ============
Weighted Average Shares - Diluted 14,445,376 14,461,122 14,444,427 14,460,211
============ ============ ============ ============
See notes to consolidated financial statements.
-2-
SONO-TEK CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended August 31,
--------------------------------
Unaudited
2007 2006
--------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 31,984 $ 358,667
Adjustments to reconcile net income to net cash provided by (used in)
operating activities:
Depreciation and amortization 67,907 40,175
Provision for doubtful accounts -- 7,700
Stock based compensation expense 19,838 36,451
Gain on sale of equipment -- 17,723
Decrease (Increase) in:
Accounts receivable 149,557 (55,241)
Inventories (159,851) (127,529)
Prepaid expenses and other current assets 41,761 22,949
Deferred tax asset (35,000) --
(Decrease) Increase in:
Accounts payable and accrued expenses (84,187) (11,162)
----------- -----------
Net Cash Provided By Operating Activities 32,009 289,733
----------- -----------
CASH FLOW FROM INVESTING ACTIVITIES:
Patent application costs -- (4,701)
Purchase of equipment and furnishings (64,002) (98,503)
----------- -----------
Net Cash (Used In) Investing Activities (64,002) (103,204)
----------- -----------
CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options and warrants -- 2,548
Repayments of notes payable and loans (13,469) (12,655)
----------- -----------
Net Cash (Used In) Financing Activities (13,469) (10,107)
----------- -----------
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (45,462) 176,422
CASH AND CASH EQUIVALENTS
Beginning of period 2,268,976 1,740,804
----------- -----------
End of period $ 2,223,514 $ 1,917,226
=========== ===========
SUPPLEMENTAL DISCLOSURE:
Interest paid $ 2,376 $ 1,712
=========== ===========
See notes to consolidated financial statements.
-3-
SONO-TEK CORPORATION
Notes to Consolidated Financial Statements
Six Months Ended August 31, 2007 and 2006
NOTE 1: SIGNIFICANT ACCOUNTING POLICIES
Consolidation - The accompanying consolidated financial statements of Sono-Tek
Corporation, a New York Corporation (the "Company"), include the accounts of the
Company and its wholly owned subsidiary, Sono-Tek Cleaning Systems, Inc., a New
Jersey Corporation ("SCS") which the Company acquired on August 3, 1999, whose
operations have been discontinued. There have been no operations of this
subsidiary since Fiscal Year Ended February 28, 2002. All significant
intercompany accounts and transactions are eliminated in consolidation.
Cash and Cash Equivalents - Cash and cash equivalents consist of money market
mutual funds, short term commercial paper and short term certificates of deposit
with original maturities of 90 days or less. The Company occasionally has cash
or cash equivalents on hand in excess of the $100,000 insurable limits at a
given bank.
Fair Value of Financial Instruments - The carrying amounts reported in the
balance sheet for cash, receivables, accounts payable and accrued expenses
approximate fair value based on the short-term maturity of these instruments.
Interim Reporting - The attached summary consolidated financial information does
not include all disclosures required to be included in a complete set of
financial statements prepared in conformity with accounting principles generally
accepted in the United States of America. Such disclosures were included with
the financial statements of the Company at February 28, 2007, and included in
its report on Form 10-KSB. Such statements should be read in conjunction with
the data herein.
The financial information reflects all adjustments, normal and recurring, which,
in the opinion of management, are necessary for a fair presentation of the
results for the interim periods presented. The preparation of financial
statements in conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates. The results for such interim periods are not necessarily indicative
of the results to be expected for the year.
Intangible Assets - Include cost of patent applications that are deferred and
charged to operations over seventeen years for domestic patents and twelve years
for foreign patents. The accumulated amortization is $56,418 and $54,350 at
August 31, 2007 and February 28, 2007, respectively. Annual amortization expense
of such intangible assets is expected to be $4,272 per year for the next five
years.
-4-
NOTE 2: INVENTORIES
Inventories at August 31, 2007 are comprised of:
Finished goods $ 781,016
Work in process 471,255
Consignment 9,770
Raw materials and subassemblies 508,239
----------
Total 1,770,280
Less: Allowance (204,198)
----------
Net inventories $1,566,082
==========
NOTE 3: STOCK OPTIONS AND WARRANTS
Stock Options - Under the 2003 Stock Incentive Plan, as amended ("2003 Plan"),
options can be granted to officers, directors, consultants and employees of the
Company and its subsidiaries to purchase up to 1,500,000 of the Company's common
shares. The 2003 Plan supplemented and replaced the 1993 Stock Incentive Plan
(the "1993 Plan"), under which no further options may be granted. Options
granted under the 1993 Plan expire on various dates through 2013. As of August
31, 2007 there were 111,500 options outstanding under the 1993 Plan and 829,875
options outstanding under the 2003 plan.
Under both the 1993 and 2003 Stock Incentive Plans, option prices must be at
least 100% of the fair market value of the common stock at time of grant. For
qualified employees, except under certain circumstances specified in the plans
or unless otherwise specified at the discretion of the Board of Directors, no
option may be exercised prior to one year after date of grant, with the balance
becoming exercisable in cumulative installments over a three year period during
the term of the option, and terminating at a stipulated period of time after an
employee's termination of employment.
NOTE 4: STOCK BASED COMPENSATION
On March 1, 2006, the Company adopted SFAS No. 123R, "Share Based Payments."
SFAS No. 123R requires companies to expense the value of employee stock options
and similar awards for periods beginning after December 15, 2005, and applies to
all outstanding and vested stock-based awards at a company's adoption date.
The weighted-average fair value of options has been estimated on the date of
grant using the Black-Scholes options-pricing model. The weighted-average
Black-Scholes assumptions are as follows:
-5-
2007 2006
----------------------------------
Expected life 4 years 4 years
Risk free interest rate 4.35% - 5.07% 4% - 4.25%
Expected volatility 39% - 78% 40%
Expected dividend yield 0% 0%
In computing the impact, the fair value of each option is estimated on the date
of grant based on the Black-Scholes options-pricing model utilizing certain
assumptions for a risk free interest rate; volatility; and expected remaining
lives of the awards. The assumptions used in calculating the fair value of
share-based payment awards represent management's best estimates, but these
estimates involve inherent uncertainties and the application of management
judgment. As a result, if factors change and the Company uses different
assumptions, the Company's stock-based compensation expense could be materially
different in the future. In addition, the Company is required to estimate the
expected forfeiture rate and only recognize expense for those shares expected to
vest. In estimating the Company's forfeiture rate, the Company analyzed its
historical forfeiture rate, the remaining lives of unvested options, and the
amount of vested options as a percentage of total options outstanding. If the
Company's actual forfeiture rate is materially different from its estimate, or
if the Company reevaluates the forfeiture rate in the future, the stock-based
compensation expense could be significantly different from what the Company has
recorded in the current period.
For the six months ended August 31, 2007 and 2006, net income and earnings per
share reflect the actual deduction for stock-based compensation expense. The
impact of applying SFAS 123R approximated $19,838 and $36,451 in additional
compensation expense during the six months ended August 31, 2007 and 2006,
respectively. Such amount is included in general and administrative expenses on
the statement of operations. The expense for stock-based compensation is a
non-cash expense item.
-6-
NOTE 5: EARNINGS PER SHARE
The denominator for the calculation of diluted earnings per share at August 31,
2007 and 2006 are calculated as follows:
August 31, 2007 August 31, 2006
--------------- ---------------
Denominator for basic earnings per share 14,360,541 14,359,341
Dilutive effect of stock options 84,835 101,781
---------- ----------
Denominator for diluted earnings per share 14,445,376 14,461,122
========== ==========
NOTE 6: OTHER INCOME
As previously disclosed on Form 8-K, filed on July 5, 2005, the Company
determined that a former employee had misappropriated approximately $250,000 of
the Company's monies, primarily through unauthorized check writing from the
Company's accounts over a period of three calendar years. The Company had
previously expensed substantially all of the misappropriated funds over the
years.
The Company has recovered approximately 70% of these funds to date. The Company
has a note that is being paid down by the former employee. As previously
discussed, the Company can offer no assurances that it will be successful in its
attempts to collect the balance of the remaining restitution.
-7-
SONO-TEK CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
Forward-Looking Statements
We discuss expectations regarding our future performance, such as our business
outlook, in our annual and quarterly reports, press releases, and other written
and oral statements. These "forward-looking statements" are based on currently
available competitive, financial and economic data and our operating plans. They
are inherently uncertain, and investors must recognize that events could turn
out to be significantly different from our expectations. The following risks are
by no means all inclusive but are designed to highlight what we believe are
important factors to consider when evaluating our trends and future results.
- Our ability to respond to competition in national and global
markets.
- General economic conditions in our markets.
We undertake no obligation to update any forward-looking statement.
Overview
Sono-Tek has developed a unique and proprietary series of ultrasonic atomization
nozzles, which are being used in an increasing variety of electronic, medical,
industrial, and nanotechnology applications. These nozzles are electrically
driven and create a fine, uniform, low velocity spray of atomized liquid
particles, in contrast to common pressure nozzles. These characteristics create
a series of commercial applications that benefit from the precise, uniform, thin
coatings that can be achieved. When combined with significant reductions in
liquid waste and less overspray than can be achieved with ordinary pressure
nozzle systems, there is lower environmental impact.
We have a well established position in the electronics industry with our
SonoFlux spray fluxing equipment. It saves customers from 40% to 80% of the
liquid flux required to solder printed circuit boards over more labor intensive
methods, such as foam fluxing. Less flux equates to lower material cost, fewer
chemicals in the workplace, and less clean-up. Also, the SonoFlux equipment
reduces the number of soldering defects, which reduces the amount of rework.
In the past three years, we have focused engineering resources on the medical
device market, with emphasis on providing coating solutions for the new
generation of drug coated stents. We have sold a significant number of
specialized ultrasonic nozzles and MediCoat stent coating systems to large
medical device customers. Sono-Tek's stent coating systems are superior compared
to pressure nozzles in their ability to uniformly coat the very small arterial
stents without creating webs or gaps in the coatings. We also sell a bench-top,
fully outfitted stent coating system to a wide range of customers that are
manufacturing stents and/or applying coatings to be used in developmental
trials. With our success in the medical device market, we have demonstrated that
we can grow new markets by developing new applications with our technology.
-8-
We have also committed engineering resources to the development of the WideTrack
coating system, a broad based platform for applying a variety of coatings to
moving webs of glass, textiles, plastic, metal, food products and packaging
materials. The WideTrack is a long term product and market development effort.
Thus far, we have made successful inroads with WideTrack systems into the glass,
medical textile (bandages) and solar and fuel cell industries.
We are heavily focused on developing the food industry market. This will require
a continuation of market and technology development in this area in the years
ahead. We believe there is an excellent fit between the food industry and our
spraying and coating technology.
Our new product offering, the SonoDry ultrasonic spray dryer, has shown great
potential since its introduction earlier this year. The product is being well
received on a global basis and we are in the process of completing several sales
of these units. The SonoDry series of spray dryers is of particular importance
to product and process developers in the following industries: Pharmaceuticals
(e.g. for drug actives and intermediates, enzymes and low molecular weight
proteins), Foods (e.g. for nutriceuticals, herbal extracts and flavors) and
Specialty Chemicals (e.g. for fragrances, Cosmetics ingredients and nano-scale
particles).
During the second quarter, our global electronics business continued in a slower
mode when compared to more robust periods. One factor has been the domestic
housing market and its impact on electronics purchases. An additional factor is
that many domestic corporations have moved their manufacturing facilities
offshore. It is approximately 47% below the same period last year. Our quarterly
revenues and net income have been affected by a slow electronics market which
was partially offset by some of our new market initiatives. We are continuing
our work on expanding our geographical markets and the creation of technical
innovations for our products.
Liquidity and Capital Resources
Working Capital - Our working capital increased $7,000 from a working capital of
$4,232,000 at February 28, 2007 to $4,239,000 at August 31, 2007. The Company's
current ratio is 7.56 to 1 at August 31, 2007 as compared to 6.8 to 1 at
February 28, 2007.
Stockholders' Equity - Stockholder's Equity increased $52,000 from $4,851,000 at
February 28, 2007 to $4,903,000 at August 31, 2007. The increase is the result
of net income of $32,000 and an adjustment for stock based compensation expense
of $20,000.
Operating Activities - Our operations provided $32,000 of cash for the six
months ended August 31, 2007, a decrease of $258,000 when compared to the six
months ended August 31, 2006. The decrease is primarily a result of a decrease
in net income for the current period.
-9-
Investing Activities - We used $64,000 for the purchase of capital equipment
during the six months ended August 31, 2007 compared to the use of $103,000
during the six months ended August 31, 2006.
Financing Activities - For the six months ended August 31, 2007, we used $13,000
in financing activities resulting from the repayment of our notes payable. For
the six months ended August 31, 2006, we used $10,000 in financing activities
resulting from the repayment of notes payable of $12,500 and the proceeds of
stock option exercises of $2,500.
Results of Operations
During the six month period ended August 31, 2007, our sales decreased $969,000
or 27% to $2,647,000 as compared to $3,616,000 for the six months ended August
31, 2006. For the three months ended August 31, 2007, our sales decreased
$419,000 to $1,415,000 as compared to $1,834,000 for the three months ended
August 31, 2006. During the six month period ended August 31, 2007, we continued
to see a decrease in sales of both fluxer units and nozzles when compared to the
six month period ended August 31, 2006. The decrease in sales of these units was
partially offset by sales of our WideTrack units and EVS Systems used for solder
recovery.
Our gross profit decreased $545,000 to $1,259,000 for the six months ended
August 31, 2007 from $1,804,000 for the six months ended August 31, 2006. The
gross profit margin was 48% of sales for the six months ended August 31, 2007 as
compared to 50% of sales for the six months ended August 31, 2006. Our gross
profit decreased $319,000 to $656,000 for the three months ended August 31, 2007
as compared to $975,000 for the three months ended August 31, 2006. The gross
profit margin was 46% of sales for the three months ended August 31, 2007 as
compared to 53% of sales for the three months ended August 31, 2006. The
decrease in the gross profit margin is due to the mix of products sold in the
current quarter.
Research and product development costs increased $56,000 to $433,000 for the six
months ended August 31, 2007 from $377,000 for the six months ended August 31,
2006 and $8,000 to $206,000 for the three months ended August 31, 2007 from
$198,000 for the three months ended August 31, 2006. The increases were
principally due to an increase in engineering personnel in the current periods.
The increases are aimed at the development of new products which will benefit
future periods.
Marketing and selling costs decreased $166,000 to $494,000 for the six months
ended August 31, 2007 from $660,000 for the six months ended August 31, 2006 and
$80,000 to $260,000 for the three months ended August 31, 2007 from $340,000 for
the three months ended August 31, 2006. The decrease was due to decreased
salaries, commissions and travel expenses.
General and administrative costs decreased $54,000 to $385,000 for the six
months ended August 31, 2007 from $439,000 for the six months ended August 31,
2006 and $17,000 to $203,000 for the three months ended August 31, 2007 from
$220,000 for the three months ended August 31, 2006. The decrease was due to
reduced employee salaries and bonuses, bad debt allowance and a reduction
in stock based compensation expense.
-10-
Critical Accounting Policies
The discussion and analysis of the Company's financial condition and results of
operations are based upon the consolidated financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States of America. The preparation of these financial statements requires
the Company to make estimates and judgments that affect the reported amount of
assets and liabilities, revenues and expenses, and related disclosure on
contingent assets and liabilities at the date of the financial statements.
Actual results may differ from these estimates under different assumptions and
conditions.
Critical accounting policies are defined as those that are reflective of
significant judgments and uncertainties, and may potentially result in
materially different results under different assumptions and conditions. The
Company believes that critical accounting policies are limited to those
described below. For a detailed discussion on the application of these and other
accounting policies see Note 2 to the Company's consolidated financial
statements included in Form 10-KSB for the year ended February 28, 2007.
Accounting for Income Taxes
As part of the process of preparing the Company's consolidated financial
statements, the Company is required to estimate its income taxes. Management
judgment is required in determining the provision on its deferred tax asset. The
Company reduced the valuation reserve for the deferred tax asset resulting from
the net operating losses carried forward due to the Company having demonstrated
consistent profitable operations. In the event that actual results differ from
these estimates, the Company may need to again adjust such valuation reserve.
Stock-Based Compensation
Prior to fiscal year 2007, the Company accounted for employee stock options
under the fair value provisions of SFAS No. 123. On March 1, 2006, the Company
adopted SFAS No. 123R, "Share Based Payments." SFAS No. 123R requires companies
to expense the value of employee stock options and similar awards for periods
beginning after December 15, 2005, and applies to all outstanding and vested
stock-based awards at a company's adoption date. Results from prior periods have
not been restated in the Company's historical financial statements.
Impact of New Accounting Pronouncements
None.
-11-
SONO-TEK CORPORATION
CONTROLS AND PROCEDURES
The Company has established and maintains "disclosure controls and procedures"
(as those terms are defined in Rules 13a -15(e) and 15d-15(e) under the
Securities and Exchange Act of 1934 (the "Exchange Act'). Christopher L. Coccio,
Chief Executive Officer (principal executive) and Stephen J. Bagley, Chief
Financial Officer (principal accounting officer) of the Company, have evaluated
the Company's disclosure controls and procedures as of August 31, 2007. Based on
this evaluation, they have concluded that the Company's disclosure controls and
procedures were effective to ensure that information required to be disclosed by
the Company in reports that it files or submits under the Exchange Act is (1)
recorded, processed, summarized and reported within the time periods specified
in Securities and Exchange Commission rules and forms, and (2) accumulated and
communicated to Management, including our Chief Executive Officer and Chief
Financial Officer, to allow timely decisions regarding timely disclosure.
In addition, there were no changes in the Company's internal controls over
financial reporting during the second fiscal quarter of 2008 that have
materially affected, or are reasonably likely to materially affect, internal
controls over financial reporting.
-12-
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
The following matters were voted upon at the Company's
annual meeting of shareholders held on August 16, 2007.
1. The election of two (2) directors of the Company
to serve until the Company's 2009 annual meeting
of shareholders.
For Against
--- -------
Christopher L. Coccio 10,417,702 281,372
Philip Strasburg 10,444,591 254,483
There were no broker non-votes.
Edward J. Handler, Donald F. Mowbray and Samuel
Schwartz, who were not standing for re-election,
continued to serve as Directors following the annual
meeting.
2. The ratification of the appointment of Sherb & Co.
as the Company's independent auditors for the
fiscal year ending February 29, 2008.
For 10,381,620; Against 298,654; Abstained 18,800
There were no broker non-votes.
Item 5. Other Information
None
Item 6. Exhibits and Reports
(a) Exhibits
10.1 Executive Agreement between Sono-Tek Corporation and
Stephen J. Bagley dated September 1, 2007.
10.2 Executive Agreement between Sono-Tek Corporation and
Christopher L. Coccio dated September 1, 2007.
10.3 Executive Agreement between Sono-Tek Corporation and
Joseph Riemer dated September 1, 2007.
31.1 - 31.2 - Rule 13a - 14(a)/15d - 14(a) Certification
32.1 - 32.2 - Certification Pursuant to 18 U.S.C. Section
1350, as adopted pursuant to section 906 of the
Sarbanes-Oxley Act of 2002.
-13-
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: October 10, 2007
SONO-TEK CORPORATION
(Registrant)
By: /s/ Christopher L. Coccio
-------------------------
Christopher L. Coccio
Chief Executive Officer
By: /s/ Stephen J. Bagley
-------------------------
Stephen J. Bagley
Chief Financial Officer
-14-