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

October 2025, ~~2023Date~~2024Date of Report (Date of earliest event reported)

TAYLOR DEVICES, INC. (Exact name of registrant as specified in its charter)

New York	000-3498	16-0797789
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

90 Taylor Drive, North Tonawanda, New York		14120
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (716) 694-0800

Not Applicable

(Former name or former address, 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:

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

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

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered None None None

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $.025 par value per share

Preferred Stock Purchase Rights

TAYD

N/A

The Nasdaq Stock Market LLC

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

☐

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

On October 2025, ~~2023~~2024, Taylor Devices, Inc. (the “Company”) held its 2024 Annual Meeting of Shareholders (the “Annual Meeting”). ~~The~~At ~~voting~~the ~~results~~Annual Meeting, shareholders approved each of management’s proposals, which consisted of: (i) the ~~shareholders~~election of ~~Taylor~~John ~~Devices~~Burgess as a Class 1 Director, ~~Inc~~to serve a three-year term expiring in 2027; (ii) the election of F. ~~common~~Eric ~~stock~~Armenat ~~are~~as a Class 1 Director, to serve a three-year term expiring in 2027; and (iii) the ratification of the appointment of Lumsden & McCormick, LLP as ~~follows:~~the independent registered public accounting firm of the Company for the fiscal year ending May 31, 2025.

~~The~~Proposal ~~first~~1: ~~matter~~Election ~~voted upon at the meeting was the election~~ of ~~Timothy~~John ~~J. Sopko as a Class 2 Director, to serve a three-year term expiring in 2026.~~Burgess

~~1,419,096~~The following table reflects the tabulation of votes ~~were~~with ~~cast~~respect ~~for~~to ~~Mr.~~the ~~Sopko~~election ~~and~~of ~~161,499~~John ~~votes~~Burgess ~~were~~as ~~withheld.~~a ~~Broker~~Class ~~non~~1 Director, to serve a three-~~votes~~year ~~were~~term ~~765,116~~expiring in 2027.

The second matter voted upon at the meeting was the ratification of the appointment of Lumsden & McCormick, LLP as the independent registered public accounting firm of the Company for the fiscal year ending May 31, 2024.

Votes For	Votes Withheld	Broker Non-Votes
909,705	613,886	660,259

Proposal 2~~,303,073~~: ~~votes~~Election ~~were~~of ~~cast~~F. ~~for~~Eric ~~Lumsden & McCormick, LLP, 36,259 votes were cast against, and 6,379 votes abstained.~~Armenat

The ~~third~~following ~~matter~~table ~~voted~~reflects ~~upon~~the attabulation ~~the~~of ~~meeting~~votes ~~was~~with respect to the ~~approval~~election of ~~the~~F. ~~non-binding~~Eric ~~advisory~~Armenat ~~resolution~~as ~~approving~~a ~~the~~Class ~~compensation~~1 ofDirector, ~~the~~to ~~Company’s~~serve ~~named~~a ~~executive~~three-year ~~officers~~term expiring in 2027.

1,515,140 votes were cast for the resolution, 45,482 votes were cast against, and 19,973 votes abstained. Broker non-votes were 765,116.

Votes For	Votes Withheld	Broker Non-Votes
1,071,520	452,071	660,259

~~The~~Proposal ~~fourth~~3: ~~matter~~Ratification ~~voted upon was the determination, by a non-binding advisory vote,~~ of ~~the~~Appointment ~~frequency~~ of ~~future~~Independent ~~advisory~~Registered ~~votes~~Public onAccounting ~~the compensation of the Company’s named executive officers.~~Firm

~~631,913~~The following table reflects the tabulation of votes ~~were~~with ~~cast~~respect ~~for~~to ~~one~~the ~~year,~~appointment 39of Lumsden & McCormick,~~848~~ ~~votes~~LLP ~~were~~as ~~cast~~the ~~for~~independent ~~two~~registered ~~years,~~public ~~893,408~~accounting ~~votes~~firm ~~were~~of ~~cast~~the Company for ~~three~~the ~~years,~~fiscal ~~and~~year ~~15,426~~ending ~~votes~~May ~~abstained~~31, 2025.

Votes For	Votes Against	Votes Abstained	Broker Non-Votes
2,144,113	3,242	36,495	—

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.

		TAYLOR DEVICES, INC.
		(registrant)
		(Registrant)
Date: October 24, 2023	By:	/s/ Timothy J. Sopko
Date: October 28, 2024	By:	/s/ Paul Heary
		Timothy J. Sopko, Chief Executive Officer
		Paul Heary, Chief Financial Officer

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