0001140361-18-025537.txt : 20180524 0001140361-18-025537.hdr.sgml : 20180524 20180524164927 ACCESSION NUMBER: 0001140361-18-025537 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180524 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20180524 DATE AS OF CHANGE: 20180524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIME COMMUNITY BANCSHARES INC CENTRAL INDEX KEY: 0001005409 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 113297463 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27782 FILM NUMBER: 18858485 BUSINESS ADDRESS: STREET 1: 300 CADMAN PLAZA WEST, 8TH FL CITY: BROOKLYN STATE: NY ZIP: 11201 BUSINESS PHONE: 7187826200 MAIL ADDRESS: STREET 1: 300 CADMAN PLAZA WEST, 8TH FL CITY: BROOKLYN STATE: NY ZIP: 11201 FORMER COMPANY: FORMER CONFORMED NAME: DIME COMMUNITY BANCORP INC DATE OF NAME CHANGE: 19951227 8-K 1 form8k.htm 8-K
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 24, 2018
 
 
DIME COMMUNITY BANCSHARES, INC.
(Exact name of the registrant as specified in its charter)
 
 
Delaware
000-27782
11-3297463
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer Identification No.)

300 Cadman Plaza West, 8th Floor
    
Brooklyn, New York
  
11201
(Address of principal executive offices)
  
(Zip Code)

(718) 782-6200
(Registrant’s telephone number)

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:

☐
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-4c)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 24, 2018 (the “Meeting”).  At the close of business on the record date of the Meeting, there were a total of 37,485,359 shares of common stock outstanding and entitled to vote at the Meeting.  At the Meeting, 34,777,081 shares of common stock were represented in person or by proxy, therefore a quorum was present.  Three proposals were presented and voted on.  Set forth below are the final results for all proposals.

1.  The following nominees received the requisite plurality 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 2021 and until their respective successors are duly elected and qualified:

Director
  
For
    
Withhold
    
Broker Non-Votes
  
Rosemarie Chen
    
30,621,115
      
157,949
      
3,998,017
  
Michael P. Devine
    
25,673,953
      
5,105,111
      
3,998,017
  
Joseph J. Perry
    
30,258,261
      
520,803
      
3,998,017
  
Kevin Stein
    
30,619,287
      
159,777
      
3,998,017
  

2.  The ratification of the appointment of Crowe Horwath LLP to act as independent auditors for the Company for the year ending December 31, 2018 was approved by the requisite majority of the votes cast by shareholders present at the Meeting, in person or by proxy, as indicated below:

For
    
Against
    
Abstain
    
Broker Non-Votes
  
 
33,874,546
      
828,747
      
73,788
      
-0-
  

3.  The approval, of a non-binding advisory vote, of the following resolution regarding the compensation of the Company's named executive officers, as disclosed in the Company’s proxy statement for the 2018 Annual Meeting of Shareholders was approved by the requisite majority of the votes cast by shareholders present at the Meeting, in person or by proxy, as indicated below:

RESOLVED, that the compensation paid to the Company's Named Executive Officers, as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, is hereby APPROVED.

For
    
Against
    
Abstain
    
Broker Non-Votes
  
 
28,951,921
      
1,718,745
      
108,398
      
3,998,017
  
 
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.

 
Dime Community Bancshares, Inc.
 
(Registrant)
   
  /s/ James L. Rizzo
 
James L. Rizzo
 
Senior Vice President  & Comptroller
 
(Principal Financial Officer)
   
Dated:  May 24, 2018