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): March 17, 2017 HEICO Corporation (Exact name of registrant as specified in its charter) Florida   1-4604   65-0341002 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.) 3000 Taft Street, Hollywood, Florida 33021 (Address of principal executive offices and zip code) Registrant’s telephone number, including area code: (954) 987-4000 (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)) Item 5.07    Submission of Matters to a Vote of Security Holders. HEICO Corporation (the “Company”) held its Annual Meeting of Shareholders on Friday, March 17, 2017. The shareholders voted on four proposals, each of which is described in more detail in the Company’s definitive proxy statement filed February 10, 2017. Proposal 1:    Proposal to Elect Directors The Company’s shareholders elected all ten director nominees to serve until the next annual meeting of shareholders or until a successor is elected and qualified. The result of the vote is set forth in the table below: Director   For   Withheld   Broker Non-Votes               Thomas M. Culligan   24,009,538   166,988   5,067,418 Adolfo Henriques   24,008,178   168,348   5,067,418 Mark H. Hildebrandt   22,427,452   1,749,074   5,067,418 Wolfgang Mayrhuber   23,951,976   224,550   5,067,418 Eric A. Mendelson   23,844,070   332,456   5,067,418 Laurans A. Mendelson   23,458,699   717,827   5,067,418 Victor H. Mendelson   23,845,410   331,116   5,067,418 Julie Neitzel   24,011,222   165,304   5,067,418 Dr. Alan Schriesheim   22,492,079   1,684,447   5,067,418 Frank J. Schwitter   22,970,811   1,205,715   5,067,418 Proposal 2:    Advisory Vote on Executive Compensation The Company’s shareholders held a non-binding, advisory vote on executive compensation. The result of the vote is set forth in the table below: For   Against   Abstain   Broker Non-Votes               23,896,159   173,946   106,421   5,067,418 1 Proposal 3:    Advisory Vote On The Frequency of Holding Future Advisory Votes on Executive Compensation The Company’s shareholders held a non-binding, advisory vote on how frequently they would like an advisory vote on executive compensation. The result of the vote is set forth in the table below: 3 Years   2 Years   1 Year   Abstain   Broker Non-Votes                   2,845,106   124,647   21,116,593   90,180   5,067,418 Proposal 4:    Ratification of Independent Registered Public Accounting Firm The Company’s shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending October 31, 2017. The result of the vote is set forth in the table below: For   Against   Abstain           27,882,224   1,292,273   69,447 2 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.     HEICO CORPORATION         Date: March 20, 2017 By: /s/ CARLOS L. MACAU, JR.       Carlos L. Macau, Jr. Executive Vice President - Chief Financial Officer (Principal Financial Officer) 3