Dime Community Bancshares Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$DCOM
Major Banks
Finance
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 22, 2025
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
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(Commission
File Number) |
(IRS Employer
Identification No.) |
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
(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)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
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Trading Symbol:
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Name of each exchange on which registered:
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9.000% Junior Subordinated Notes, $25.00 Par Value
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DCOMG
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The Nasdaq Stock Market, LLC
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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.
Dime Community Bancshares, Inc. (the “Company”) held its annual
meeting of shareholders on May 22, 2025 (the “Meeting”). At the close of business on the record date of the Meeting, there were a total of 43,657,135 shares
of Company common stock outstanding and entitled to vote at the Meeting. At the Meeting, 38,465,309 shares of Company common stock were represented, therefore, a quorum was present. Three proposals were presented and voted on. The proposals are
described in detail in the Company’s definitive proxy statement filed on April 7, 2025, as amended, with the Securities and Exchange Commission. Set forth below are the final results for all proposals.
1. The following nominees received the requisite majority of votes cast at the Meeting, as indicated below, and were therefore elected as directors to
serve for a term to expire at the Company's Annual Meeting of Shareholders to be held in 2026 and until their respective successors are duly elected and qualified:
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Director
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For
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Withheld
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Broker Non-Votes
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Kenneth J.Mahon
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31,742,394
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1,394,831
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5,328,084
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Paul M. Aguggia
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30,312,503
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2,824,722
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5,328,084
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Rosemarie Chen
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32,406,398
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730,827
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5,328,084
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Judith H. Germano
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32,889,110
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248,115
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5,328,084
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Matthew A. Lindenbaum
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32,754,494
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382,731
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5,328,084
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Stuart H. Lubow
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32,429,643
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707,582
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5,328,084
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Albert E. McCoy, Jr.
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32,184,010
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953,215
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5,328,084
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Raymond A. Nielsen
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32,476,547
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660,678
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5,328,084
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Joseph J. Perry
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32,243,232
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893,993
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5,328,084
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Kevin Stein
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32,556,939
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580,286
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5,328,084
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Dennis A. Suskind
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29,443,257
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3,693,968
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5,328,084
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2. The ratification of the appointment of Crowe LLP to act as the independent registered public accounting firm for the Company for the year ending
December 31, 2025 was approved by the requisite majority of the votes cast by shareholders, as indicated below:
For
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Against
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Abstain
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Broker Non-Votes
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37,932,959
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519,734
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12,616
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3. The compensation of the Company's named executive officers, as disclosed in the Company’s proxy statement for the 2025 Annual Meeting of Shareholders,
was approved on a non-binding, advisory basis by the requisite majority of the votes cast by shareholders, as indicated below:
For
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Against
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Abstain
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Broker Non-Votes
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25,344,352
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7,625,329
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167,544
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5,328,084
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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.
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Dime Community Bancshares, Inc.
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Date: May 23, 2025
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By:
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/s/ Avinash Reddy
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Name: Avinash Reddy
Title: Senior Executive Vice President and Chief Financial Officer
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