Shareholder Vote

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 8, 2024 ASTRONICS CORPORATION (Exact name of registrant as specified in its charter) New York   0-7087 16-0959303 (State of Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 130 Commerce Way East Aurora , New York 14052 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: ( 716 ) 805-1599 Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common Stock, $.01 par value per share ATRO NASDAQ Stock Market Securities registered pursuant to Section 12(g) of the Act: None 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)) 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. ☐ Item 5.07 Submission of Matters to a Vote of Security Holders. On May 8, 2024, Astronics Corporation held its 2024 Annual Meeting of Shareholders (“Annual Meeting”) for which the Board of Directors solicited proxies. At the Annual Meeting, the shareholders voted on the following: 1. The election of the Board of Directors; and 2. The ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for the current fiscal year; In accordance with the Company’s Restated Certificate of Incorporation, as amended, on all agenda items the holders of Astronics common shares and Class B shares voted together as one class, with each common share entitled to one vote and each Class B share entitled to ten votes. The final voting results on each of the matters submitted to a vote of shareholders at the Annual Meeting were as follows: 1) Election of the Board of Directors. The nominees to the Board of Directors were elected based on the following votes: For Withheld Broker Non-Votes Robert T. Brady 54,574,686 5,382,644 8,828,005 Jeffry D. Frisby 59,258,984 698,346 8,828,005 Peter J. Gundermann 59,125,560 831,770 8,828,005 Warren C. Johnson 53,592,459 6,364,871 8,828,005 Robert S. Keane 50,947,409 9,009,921 8,828,005 Neil Y. Kim 58,272,287 1,685,043 8,828,005 Mark Moran 48,714,783 11,242,547 8,828,005 Linda O’Brien 54,606,611 5,350,719 8,828,005 2) Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year 2024. A total of 67,976,704 votes were cast for the proposal, 792,158 votes were cast against it and 16,473 votes abstained. There were no broker non-votes on the proposal. The affirmative votes constituted more than a majority of the votes represented at the meeting, the number needed to approve the proposal. 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 hereunto duly authorized. Astronics Corporation Dated: May 8, 2024 By: /s/ David C. Burney Name: David C. Burney Executive Vice President and Chief Financial Officer