Shareholder Vote · Company Update

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 16, 2024 GENTEX CORPORATION (Exact name of registrant as specified in its charter) Michigan 0-10235 38-2030505 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 600 North Centennial Street Zeeland Michigan 49464 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: ( 616 ) 772-1800 _____________________________________________________________ (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 ( see General Instruction A.2. below): ☐     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 Common Stock, par value $0.06 per share GNTX NASDAQ Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 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. ☐      Section 5 – Corporate Governance and Management Item 5.07    Submission of Matters to a Vote of Security Holders. On May 16, 2024, the Company held its 2024 Annual Meeting of the Shareholders.  The matters listed and described briefly below were submitted to a vote of the shareholders through the solicitation of proxies. The proposals are described in detail in the Company's Proxy Statement filed on April 4, 2024.  The voting results are as follows: Election of Directors     The following individuals were elected to serve as directors of the Company to hold office for a one (1) year term expiring in 2025: Nominee Votes For Votes Withheld Broker Non-Votes Mr. Joseph Anderson 176,128,795 14,703,742 16,441,317 Ms. Leslie Brown 166,620,556 24,211,981 16,441,317 Mr. Garth Deur 187,057,965 3,774,572 16,441,317 Mr. Steve Downing 187,635,376 3,197,161 16,441,317 Dr. Bill Pink 190,264,313 568,224 16,441,317 Mr. Richard Schaum 179,561,047 11,271,490 16,441,317 Ms. Kathleen Starkoff 187,590,952 3,241,585 16,441,317 Mr. Brian Walker 187,067,712 3,764,825 16,441,317 Dr. Ling Zang 177,326,319 13,506,218 16,441,317 Proposal to Ratify the Appointment of Ernst & Young LLP as the Company's Auditors for the Fiscal Year Ended December 31, 2024     The shareholders did ratify the appointment of Ernst & Young LLP to serve as the Company's auditors for the fiscal year ending December 31, 2024: Votes For Votes Against Abstentions Broker Non-Votes 196,638,513 10,515,357 119,984 Proposal to Approve, on an Advisory Basis, the Compensation of the Company's Named Executive Officers     The shareholders did approve, on an advisory basis, the compensation of the Company's named executive officers: Votes For Votes Against Abstentions Broker Non-Votes 182,023,308 8,472,589 336,640 16,441,317 Section 8 – Other Events Item 8.01 – Other Events. With Mr. Gary Goode’s term as a Director expiring on May 16, 2024 and not standing for re-election, the Company’s Board of Directors approved Mr. Garth Deur as the chair of the Company’s Audit Committee, and set the Company’s Audit Committee and Compensation Committee at three (3) members. SIGNATURE     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 thereunto duly authorized. Dated: May 21, 2024                            GENTEX CORPORATION                                     (Registrant)                                 By     /s/ Kevin Nash                                     Kevin Nash                                     Chief Financial Officer and                                     Vice President - Finance