0001144204-13-036020.txt : 20130621 0001144204-13-036020.hdr.sgml : 20130621 20130621130019 ACCESSION NUMBER: 0001144204-13-036020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130620 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20130621 DATE AS OF CHANGE: 20130621 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Naugatuck Valley Financial Corp CENTRAL INDEX KEY: 0001493552 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 010969655 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54447 FILM NUMBER: 13926463 BUSINESS ADDRESS: STREET 1: 333 CHURCH STREET CITY: NAUGATUCK STATE: CT ZIP: 06770 BUSINESS PHONE: 203 720 50000 MAIL ADDRESS: STREET 1: 333 CHURCH STREET CITY: NAUGATUCK STATE: CT ZIP: 06770 8-K 1 v348280_8k.htm FORM 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) June 20, 2013

 

NAUGATUCK VALLEY FINANCIAL CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland   000-54447   01-0969655
(State or other jurisdiction
of incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 

333 Church Street, Naugatuck, Connecticut   06770
(Address of principal executive offices)    (Zip Code)

 

(203) 720-5000

(Registrant’s telephone number, including area code)

 

Not Applicable

(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-4(c))

 

 
 

 

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

 

The annual meeting of shareholders of Naugatuck Valley Financial Corporation (the “Company”) was held on June 20, 2013. The final results for each of the matters submitted to a vote of shareholders at the annual meeting are as follows:

 

1.The following individuals were elected as directors of the Company, to serve for three-year terms or until their successors are elected and qualified, by the following vote:

 

NAME   FOR   WITHHELD   BROKER
NON-VOTES
James A. Mengacci   3,144,313   832,155   2,486,030
Orville G. Aarons   3,201,326   776,697   2,486,030

 

2.The appointment of McGladrey LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013 was ratified by shareholders by the following vote:

 

FOR   AGAINST   ABSTENTIONS   BROKER
NON-VOTES
5,695,324   743,806   51,232   2,486,030

 

3.An advisory vote taken on the resolution to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement was approved by shareholders by the following vote:

 

FOR   AGAINST   ABSTENTIONS   BROKER
NON-VOTES
3,189,841   648,099   175,392   2,486,030

 

4.An advisory vote was taken on the selection of the frequency of the advisory vote on the compensation of the Company’s named executive officers. The results of the vote were as follows:

 

ONE
YEAR		   TWO
YEARS		   THREE
YEARS		   ABSTENTIONS BROKER
NON-VOTES
2,900,054   121,307   867,817   115,234 2,486,030

 

The Company’s Board of Directors has determined that an advisory vote on the approval of the compensation of the Company’s named executive officers will be included annually in the Company’s proxy materials.


 
 

 

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 thereunto duly authorized.

 

  NAUGATUCK VALLEY FINANCIAL CORPORATION
     
     
     
Date: June 21, 2013 By: /s/ William C. Calderara
    William C. Calderara
    President and Chief Executive Officer