Northfield Bancorp Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Savings Institutions
Finance
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): May 22, 2024
(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: (732 ) 499-7200
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Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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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 ☐
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Item 5.07. Submission of Matters to a Vote of Security Holders.
The 2024 Annual Meeting of Stockholders was held on May 22, 2024 (the “Annual Meeting”). The matters considered and voted on by Northfield Bancorp, Inc.'s (the “Company’s”) stockholders at the Annual Meeting and the votes of stockholders were as follows:
Matter 1. The election of the directors listed below.
| NAME | FOR | WITHHELD | BROKER NON-VOTES | |||||||||||||||||
| Timothy C. Harrison* | 29,564,537 | 1,680,455 | 4,769,135 | |||||||||||||||||
| Karen J. Kessler* | 29,236,190 | 2,008,802 | 4,769,135 | |||||||||||||||||
| Rachana A. Kulkarni* | 30,411,568 | 833,424 | 4,769,135 | |||||||||||||||||
| Patrick I. Ryan ** | 30,363,910 | 881,082 | 4,769,135 | |||||||||||||||||
* Each to serve for a three-year term.
** To serve a one-year term.
Matter 2. An advisory (non-binding) resolution to approve the executive compensation described in the Proxy Statement.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||||||||||||||||
| 29,687,070 | 1,347,769 | 210,153 | 4,769,135 | |||||||||||||||||
Matter 3. The ratification of the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.
| FOR | AGAINST | ABSTAIN | ||||||||||||
| 35,153,261 | 649,891 | 210,975 | ||||||||||||
Item 9.01. Financial Statements and Exhibits.
Not Applicable.
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.
| NORTHFIELD BANCORP, INC. | |||||||||||
| DATE: May 22, 2024 | By: | /s/ William R. Jacobs | |||||||||
| William R. Jacobs | |||||||||||
| Chief Financial Officer | |||||||||||
| (Principal Financial and Accounting Officer) | |||||||||||