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): October 18, 2016 Aehr Test Systems (Exact name of Registrant as specified in its charter) California 000-22893 94-2424084 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number) 400 Kato Terrace Fremont, California 94539 (Address of principal executive offices, including zip code) 510-623-9400 (Registrant's telephone number, including area code) N/A (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)) ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. The Annual Meeting of Shareholders of Aehr Test Systems (the "Company") was held on October 18, 2016 (the "Annual Meeting"). There were 13,598,934 shares of common stock entitled to vote at the Annual Meeting and 12,139,270 shares were present in person or by proxy. Five items of business were acted upon by shareholders at the Annual Meeting. The voting results are as follows: Proposal One: Election of Directors of the Company. BROKER NOMINEE VOTES FOR VOTES WITHHELD NON-VOTES ------------------ --------- -------------- --------- Rhea J. Posedel 6,344,220 2,160 5,792,890 Gayn Erickson 6,344,220 2,160 5,792,890 Robert R. Anderson 6,236,118 110,262 5,792,890 William W.R. Elder 6,236,118 110,262 5,792,890 Mario M. Rosati 6,344,220 2,160 5,792,890 John M. Schneider 6,344,220 2,160 5,792,890 Howard T. Slayen 6,344,220 2,160 5,792,890 Proposal Two: Approve the adoption of the Company's 2016 Equity Incentive Plan. VOTES VOTES VOTES BROKER PROPOSAL FOR AGAINST ABSTAIN NON-VOTES -------- --------- --------- --------- --------- TWO 6,083,473 254,377 8,530 5,792,890 Proposal Three: Approve the adoption of the Company's Amended and Restated 2006 Employee Stock Purchase Plan. VOTES VOTES VOTES BROKER PROPOSAL FOR AGAINST ABSTAIN NON-VOTES -------- --------- --------- --------- --------- THREE 6,292,147 48,703 5,530 5,792,890 Proposal Four: Ratify the selection of Burr Pilger Mayer, Inc. as the Company's independent registered public accounting firm for the fiscal year ending May 31, 2017. VOTES VOTES VOTES BROKER PROPOSAL FOR AGAINST ABSTAIN NON-VOTES -------- ---------- --------- --------- --------- FOUR 12,105,915 33,177 178 -- Proposal Five: Approve, on an advisory basis, the compensation of the Company's named executive officers. VOTES VOTES VOTES BROKER PROPOSAL FOR AGAINST ABSTAIN NON-VOTES -------- --------- --------- --------- --------- FIVE 6,319,059 15,711 11,610 5,792,890 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. Aehr Test Systems (Registrant) Date: October 20, 2016 By: /S/ KENNETH B. SPINK ------------------------- Kenneth B. Spink Vice President of Finance and Chief Financial Officer