Mediaboss Marketing

Item 1.01 Entry into a Material Definitive Agreement

As previously disclosed, on August 25, 2021, Ranor, Inc. ("Ranor"), a whollyowned subsidiary of TechPrecision Corporation (the "Company"), along withcertain affiliates of the Company, entered into that certain Amended andRestated Loan Agreement (the "Amended and Restated Loan Agreement") withBerkshire Bank under which, among other things, Berkshire Bank continued a termloan made to Ranor in the original principal amount of $2,850,000 (the "RanorTerm Loan"). Under the Amended and Restated Loan Agreement and related loandocuments, the Ranor Term Loan had a maturity date of December 20, 2021. Aspreviously disclosed on December 20, 2021, March 21, 2022 and June 23, 2022,Ranor and certain affiliates of the Company entered into successive amendmentsto the Amended and Restated Loan Agreement extending the maturity date of theRanor Term Loan, ultimately to September 16 2022. On September 15, 2022, Ranorand certain affiliates of the Company entered into a Fourth Amendment to Amendedand Restated Loan Agreement and Fourth Amendment to Promissory Note (the"Amendment") to further extend the maturity date of the Ranor Term Loan toDecember 15, 2022.

Other than in respect of the Amended and Restated Loan Agreement, the promissorynotes made thereunder, the related security and guaranty documents and thepreviously disclosed past borrowing relationship, there is no materialrelationship between Ranor, the Company and the other affiliates of the Companyparty thereto, on the one hand, and Berkshire Bank, on the other hand. Thedescription of the Amendment is qualified in its entirety by reference to thefull text of the Amendment, a copy of which is attached hereto as Exhibit 10.1and is incorporated by reference herein.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

On September 15, 2022, the Board of Directors (the "Board") of the Companyapproved an increase in the size of the Board from four directors to fivedirectors and appointed Alexander Shen to fill the newly-created directorship,effective on the same date. Mr. Shen is expected to be nominated for reelectionby the stockholders at the Company's 2023 Annual Meeting of Stockholders. Mr.Shen has not been appointed to any committees of the Board.

Mr. Shen has served in his current role as the Chief Executive Officer of theCompany since 2014. Mr. Shen will not receive any additional compensation forservice as a member of the Board.

There are no arrangements or understandings between Mr. Shen and any otherpersons pursuant to which he was elected as a director of the Company. There areno family relationships between Mr. Shen and any other director or executiveofficer of the Company and the Company is not aware of any transaction, orproposed transaction, required to be disclosed pursuant to Item 404(a) ofRegulation S-K promulgated by the Securities and Exchange Commission.

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

On September 14, 2022, the Company held its 2022 Annual Meeting of Stockholders(the "Annual Meeting"). A total of 34,307,450 shares of the Company's commonstock were entitled to vote as of July 22, 2022, the record date for the AnnualMeeting, of which 26,146,497 were present in person or by proxy at the AnnualMeeting. The final results for each of the matters submitted to a vote ofstockholders at the Annual Meeting are as follows:

Proposal No. 1: All of the nominees for director listed below were elected toserve for a one-year term expiring on the date of the Company's 2023 AnnualMeeting of Stockholders (and until their successors are duly elected andqualified) by the votes set forth in the table below:

Proposal No. 2: The selection of Marcum LLP as the Company's independentregistered public accounting firm for the fiscal year ending on March 31, 2023was ratified by the Company's stockholders by the votes set forth in the tablebelow:

Proposal No. 3: The Company's stockholders voted upon and approved an amendmentto the Company's certificate of incorporation to (i) effect a reverse stocksplit of the Company's common stock at an exchange ratio between 1-for-2 and1-for-5, such ratio to be determined by the Company's board of directors, at anytime prior to March 31, 2023, the implementation and timing of which shall besubject to the discretion of the Company's board of directors and (ii) if andwhen the reverse stock split is effected, reduce the number of authorized sharesof the Company's common stock from 90,000,000 to 50,000,000:

Proposal No. 4: The compensation of the Company's Named Executive Officers asdisclosed in the Company's Proxy Statement dated August 12, 2022 was approved bythe Company's stockholders on an advisory, non-binding basis by the votes setforth in the table below:

Proposal No. 5. The frequency of holding future advisory votes on thecompensation of the Company's Named Executive Officers was approved by theCompany's stockholders on an advisory, non-binding basis by the votes set forthin the table below:

The board of directors of the Company, has determined, in light of andconsistent with the advisory vote of the Company's stockholders as to thepreferred frequency of stockholder advisory votes on the compensation of theCompany's Named Executive Officers, to include a stockholder advisory vote onthe compensation of the Company's Named Executive Officers in its annual meetingproxy materials every year until the next advisory vote on the frequency ofstockholder votes on the compensation of the Company's Named Executive Officers.

Item 9.01 Financial Statements and Exhibits

Edgar Online, source Glimpses

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TECHPRECISION CORP : Entry into a Material Definitive Agreement, Change in Directors or Principal Officers, Submission of Matters to a Vote of...