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): May 1, 2010
FREQUENCY
ELECTRONICS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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1-8061
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11-1986657
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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55
Charles Lindbergh Blvd., Mitchel Field, NY
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11553
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(Address
of principal executive offices)
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(Zip
Code)
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(516)
794-4500
(Registrant's
telephone number, including area code)
NONE
(Former
name, former address and former fiscal year, if changed since last
report)
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):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Page
1 of 3 pages
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ITEM
5.02.
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DEPARTURE
OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
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Harry
Newman resigned from his position as Corporate Secretary of Frequency
Electronics, Inc. (the “Company”) effective May 1, 2010. Mr. Newman
has served as the Company’s Corporate Secretary since he joined the Company in
1979. Mr. Newman has also served as the Company’s Treasurer and
Contracts Administrator. Following his retirement, Mr. Newman will
provide consulting services to the Company, including support for the Company’s
compliance with the Sarbanes-Oxley Act of 2002.
Alan
Miller, the Company’s Treasurer and Chief Financial Officer, has assumed the
duties of Corporate Secretary.
A copy of
the press release announcing Mr. Newman’s retirement is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
ITEM
9.01 (c). EXHIBITS.
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99.1
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Press
Release of Frequency Electronics, Inc., dated May 6,
2010.
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2
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.
| FREQUENCY ELECTRONICS, INC. | |||
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Dated:
May 6, 2010
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By:
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/s/ Alan Miller | |
| Alan Miller | |||
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Secretary,
Treasurer
and
Chief Financial Officer
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3
Exhibit
99.1
PRESS
RELEASE
Frequency Electronics
Announces Retirement of Corporate Secretary
Mitchel
Field, NY, May 6, 2010- Frequency Electronics, Inc. (NASDAQ – FEIM) announced
today that Harry Newman, Corporate Secretary, is retiring from the Company,
effective May 1, 2010. Mr. Newman has served as the Company’s
Corporate Secretary since he joined the Company in 1979. Mr. Newman
has also served as the Company’s Treasurer and Contracts
Administrator. Following his retirement, Mr. Newman will provide
consulting services to the Company, including support for the Company’s
compliance with the Sarbanes-Oxley Act of 2002.
Martin
Bloch, President and CEO, said “We extend our best wishes to Harry in his
retirement and express our appreciation for over 30 years of his dedicated
service to Frequency Electronics.”
Alan
Miller, the Company’s Treasurer and Chief Financial Officer, has assumed the
duties of Corporate Secretary.
About Frequency
Electronics
Frequency
Electronics, Inc. is a world leader in the design, development and manufacture
of high precision timing, frequency control and synchronization products for
space and terrestrial applications. Frequency’s products are used in commercial,
government and military systems, including satellite payloads, missiles, UAVs,
aircraft, GPS, secure radios, SCADA, energy exploration and wireline and
wireless communication networks. Frequency has received over 60 awards of
excellence for achievements in providing high performance electronic assemblies
for over 120 space programs. The Company invests significant resources in
research and development and strategic acquisitions world-wide to expand its
capabilities and markets. Subsidiaries and Affiliates: Gillam-FEI provides
expertise in wireline network synchronization and SCADA; FEI-Zyfer provides GPS
and secure timing ("SAASM") capabilities for critical military and commercial
applications, and US5G and related wireline synchronization products; FEI-Asia
provides cost-effective manufacturing and distribution capabilities in a high
growth market. Frequency's Morion affiliate supplies high-quality,
cost-effective quartz oscillators and components. The Elcom
Technologies affiliate provides added resources for state-of-the-art RF
microwave products. Additional information is available on the Company’s
website: www.frequencyelectronics.com.
Safe Harbor Statement under the
Private Securities Litigation Reform Act of 1995: The Statements in this
press release regarding the future constitute "forward-looking" statements
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements inherently involve
risks and uncertainties that could cause actual results to differ materially
from the forward-looking statements. Factors that would cause or
contribute to such differences include, but are not limited to, inability to
integrate operations and personnel, actions by significant customers or
competitors, general domestic and international economic conditions, consumer
spending trends, reliance on key customers, continued acceptance of the
Company's products in the marketplace, competitive factors, new products and
technological changes, product prices and raw material costs, dependence upon
third-party vendors, competitive developments, changes in manufacturing and
transportation costs, the availability of capital, and other risks detailed in
the Company's periodic report filings with the Securities and Exchange
Commission. By making these forward-looking statements, the Company
undertakes no obligation to update these statements for revisions or changes
after the date of this release.
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Contact
information: Alan Miller, CFO, or General Joseph P. Franklin,
Chairman:
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TELEPHONE: (516)
794-4500 WEBSITE:www.frequencyelectronics.com