Solitron Devices Files Definitive Proxy Statement

TL;DR

SOLI proxy filed - vote on directors & auditors for FY25.

AI Summary

Solitron Devices, Inc. filed its definitive proxy statement on December 9, 2024, for its annual meeting of stockholders. The filing outlines the company's governance, executive compensation, and proposals to be voted on by shareholders, including the election of directors and ratification of the independent auditor for the fiscal year ending February 28, 2025.

Why It Matters

This filing provides shareholders with crucial information to make informed voting decisions on company leadership and financial oversight, impacting the company's strategic direction.

Risk Assessment

Risk Level: low — This is a routine annual filing (DEF 14A) that provides information to shareholders and does not inherently indicate new risks.

Key Players & Entities

• SOLITRON DEVICES INC (company) — Registrant
• 901 SANSBURYS WAY (location) — Company Business Address
• WEST PALM BEACH (location) — Company City
• FL (location) — Company State
• 33411 (location) — Company Zip Code
• 561-848-4311 (phone) — Company Business Phone
• 0228 (date) — Fiscal Year End
• 20250124 (date) — Conformed Period of Report
• 20241209 (date) — Filing Date

FAQ

Key Financial Figures

• $15 billion — o mutual funds with assets in excess of $15 billion. Mr. Pointer was a member of the Board
• $1.0 billion — th assets under management in excess of $1.0 billion focused on acquiring opportunistic and
• $10,000 — urities Act of 1933, (ii) pay a fine of $10,000 and (iii) pay costs of $2,500. Mr. Poin
• $2,500 — fine of $10,000 and (iii) pay costs of $2,500. Mr. Pointer also agreed that he will n
• $30,000 — vil penalty to the SEC in the amount of $30,000. Other than as described above, our di
• $4,500 — is not employed by the Company received $4,500 per quarter and the Chairman received $
• $9,000 — 0 per quarter and the Chairman received $9,000 per quarter. The Chairman of the Audit
• $2,000 — e Audit Committee (Mr. Chiste) received $2,000 per quarter, the Compensation Committee
• $1,500 — ommittee Chairman (Mr. Aubrey) received $1,500 per quarter and the Nominating Committe
• $500 — mmittee Chairman (Mr. Gillman) received $500 per quarter. Payments for each quarter
• $40,000 — nual cash compensation was increased to $40,000. Audit Committee Chairman John Chiste's
• $28,000 — 's annual compensation was increased to $28,000. Nominating Committee Chairman Charles
• $24,000 — 's annual compensation was increased to $24,000. Board Meetings; Annual Meeting Attend

Filing Documents

• sodi20241113_def14a.htm (DEF 14A) — 338KB
• capvni.jpg (GRAPHIC) — 26KB
• capvsr.jpg (GRAPHIC) — 23KB
• im.jpg (GRAPHIC) — 1KB
• mail.jpg (GRAPHIC) — 1KB
• stars.jpg (GRAPHIC) — 1KB
• 0001437749-24-036927.txt ( ) — 411KB

From the Filing

DEF 14A 1 sodi20241113_def14a.htm FORM DEF 14A sodi20241113_def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ____________________ (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Solitron Devices, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 SOLITRON DEVICES, INC. 901 Sansburys Way West Palm Beach, Florida 33411 NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS To be held on January 24, 2025 To our Stockholders: The 2024 Annual Meeting of Stockholders of Solitron Devices, Inc. (the "Company") will be held on Friday, January 24, 2025 at 11:00 a.m., Eastern Time, at 901 Sansburys Way, West Palm Beach, Florida 33411 for the following purposes: (1) The election of two (2) directors as Class II directors to serve for a term until the 2027 Annual Meeting of Stockholders and until a successor is duly elected and qualified; (2) The ratification of the selection of Whitley Penn LLP as the Company's independent certified public accountants for the fiscal year ending February 28, 2025; (3) A non-binding advisory vote on the compensation of the named executive officers of the Company ("Say on Pay"); and (4) The transaction of such other and further business as may properly come before the meeting or any adjournments or postponements of the meeting. The Board of Directors has fixed the close of business on November 26, 2024 as the record date for the determination of stockholders entitled to notice of and to vote at the annual meeting. The proxy statement, accessible by following the instructions in the enclosed notice, contains information pertaining to the matters to be voted on at the annual meeting. A copy of the Company's Annual Report on Form 10-K for the fiscal year ended February 29, 2024 is being made available with the proxy statement. By order of the Board of Directors, Tim Eriksen Chief Executive Officer and Director West Palm Beach, Florida December 9, 2024 Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be Held on January 24 , 2025: This notice, the accompanying proxy statement, our most recent annual report on Form 10-K and other proxy materials are available at https://www.cstproxy.com/solitrondevices/2024 On or about December 11, 2024, we will mail a Notice of Internet Availability of Proxy Materials to our stockholders containing instructions on how to access our proxy materials, including this Proxy Statement and our 2024 Annual Report to Stockholders, and voting instructions on the internet, as well as instructions on how stockholders may obtain a paper copy of the proxy materials by mail. You may follow the instructions on the Notice of Internet Availability of Proxy Materials, then access our proxy materials and vote your shares over the internet. If you request a paper copy of the proxy materials and choose to vote by mail, please complete, sign, date and promptly return the accompanying proxy card in the enclosed addressed postage-paid envelope that will be provided to you in response to your request, even if you plan to attend the Annual Meeting. Please keep the Notice of Internet Availability of Proxy Materials for your reference through the meeting date. SOLITRON DEVICES, INC. 901 Sansburys Way West Palm Beach, Florida 33411 PROXY STATEMENT 2024 Annual Meeting of Stockholders To be held on January 24, 2025 General We are providing these proxy materials in connection with the solicitation by the Board of Directors of Solitron Devices, Inc. of proxies to be voted at our 2024 Annual Meeting of Stockholders (the "Annual Meeting") and at any and all postponements or adjournments thereof. Our Annual Meeting will be held on Friday, January 24, 2025, at 11:00 a.m., Eastern Time, at 901 Sansburys Way, West Palm Beach, Florida 33411. If you plan to attend the Annual Meeting, you can obtain directions by contacting Lana Pazienza at (561) 848-4311 extension 208. A proxy notice containing instructions on how to access this proxy statement has first been mailed to stockholders on or about December 11, 2024. In this proxy statement, Solitron Devices, Inc. is referred to as the "Company," "we," "our" or "us." Purposes

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View this DEF 14A filing on SEC EDGAR