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SONO TEK CORP

For the period ended Aug 22, 2024. Filed Jul 25, 2024.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Aug 22, 2024 · Filed Jul 25, 2024

SOTK$4.30-0.9%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A

(Rule 14a-101)

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

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Filed by a Party other than the Registrant [ ]

Check appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☑Definitive Proxy Statement
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☐Soliciting Material Pursuant §240.14a-12

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2012 Route 9W

Milton, New York 12547

845-795-2020

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON AUGUST 22, 2024

Dear Shareholders:

The 2024 Annual Meeting of Shareholders of Sono-Tek Corporation (the“Company”) will be held on August 22, 2024 at 10:00 a.m., local time, at the Company’s offices at 2012 Route 9W, Milton NY 12547, for the following purposes:

1.To elect three Directors of the Company to serve until the 2026 Annual Meeting of Shareholders of the Company.
2.To ratify selection by the Audit Committee of the Board of Directors the appointment of Marcum LLP, as the Company’s independent auditors for the fiscal year ending February 28, 2025.
3.To cast an advisory vote on the compensation of the Company’s named executive officers.
4.To transact such other business as may properly come before the meeting or any adjournments thereof.

A copy of the Company’s Annual Report for the fiscal year ended February 29, 2024 is enclosed with this Proxy Statement.

The Board of Directors has fixed the close of business on July 22, 2024 as the record date for the determination of shareholders entitled to notice of and to vote at the Annual Meeting or any adjournments thereof. A list of shareholders entitled to vote will be available for examination by interested shareholders at the offices of the Company, 2012 Route 9W, Milton, New York 12547 during ordinary business hours until the meeting.

**Important notice regarding the availability of proxy materials for the regular meeting of shareholders to be held on August 22, 2024. The Notice of 2024 Annual Meeting of Shareholders, the Proxy Statement, including Proxy Card, and the 2024 Annual Report to Shareholders are available on the Internet at the following website:**http://www.sono-tek.com/proxy-statement/

Sincerely,

Claudine Y. Corda

Corporate Secretary

July 25, 2024

YOUR VOTE IS IMPORTANT. EVEN IF YOU DESIRE TO ABSTAIN,

PLEASE SIGN AND RETURN THE ENCLOSED PROXY IN THE ACCOMPANYING

POSTAGE PAID ENVELOPE.

TABLE OF CONTENTS

Page
GENERAL INFORMATION ABOUT THIS PROXY STATEMENT AND VOTING1
ITEM 1: ELECTION OF DIRECTORS2
CORPORATE GOVERNANCE AND THE BOARD OF DIRECTORS5
OTHER EXECUTIVE OFFICERS10
EXECUTIVE COMPENSATION11
BENEFICIAL OWNERSHIP OF SHARES19
ITEM 2: RATIFICATION OF APPOINTMENT OF AUDITORS21
ITEM 3: ADVISORY VOTE ON EXECUTIVE COMPENSATION22
ITEM4: OTHER MATTERS23

2012 Route 9W

Milton, New York 12547

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.