0001104659-14-041266.txt : 20140523 0001104659-14-041266.hdr.sgml : 20140523 20140523124008 ACCESSION NUMBER: 0001104659-14-041266 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140520 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140523 DATE AS OF CHANGE: 20140523 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Georgetown Bancorp, Inc. CENTRAL INDEX KEY: 0001542299 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35595 FILM NUMBER: 14866331 BUSINESS ADDRESS: STREET 1: 2 EAST MAIN STREET CITY: GEORGETOWN STATE: MA ZIP: 01833 BUSINESS PHONE: 978-352-8600 MAIL ADDRESS: STREET 1: 2 EAST MAIN STREET CITY: GEORGETOWN STATE: MA ZIP: 01833 8-K 1 a14-13386_18k.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 20, 2014

 

GEORGETOWN BANCORP, INC.

(Exact name of Registrant as specified in its charter)

 

Maryland

(State or Other Jurisdiction

of Incorporation)

 

001-35595

 (Commission

File Number)

 

80-0817763

(I.R.S. Employer

Identification No.)

 

2 East Main Street, Georgetown, MA 01833

 (Address of principal executive offices)

 

(978) 352-8600

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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.02.                                        Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(e) At the annual meeting of stockholders of Georgetown Bancorp, Inc. (the “Company”) held on May 20, 2014, the stockholders approved the Company’s 2014 Equity Incentive Plan (the “Plan”). As described in the Company’s annual meeting proxy statement, the Company’s directors and employees (including its principal executive officer, principal financial officer and other “named executive officers”) are eligible to be granted awards under the Plan. No awards have been granted under the Plan to date.

 

A description of the Plan was included in the Company’s annual meeting proxy statement, filed with the Securities and Exchange Commission on April 7, 2014 and is incorporated herein by reference.  A copy of the Plan was also attached as Appendix A to the Company’s proxy statement and is incorporated herein by reference as an exhibit to this Current Report.

 

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

 

On May 20, 2014, Georgetown Bancorp, Inc. (the “Company”) held its Annual Meeting of Stockholders. At the Annual Meeting, stockholders considered the election of directors, the ratification of the Company’s independent registered public accounting firm, an advisory, non-binding resolution to approve the executive compensation described in the Proxy Statement and the approval of the Georgetown Bancorp, Inc. 2014 Equity Incentive Plan. A breakdown of the votes cast is set forth below.

 

1.  The election of directors

 

 

 

 

 

 

 

Broker

 

 

 

For

 

Withheld

 

Non-Vote

 

 

 

 

 

 

 

 

 

Robert E. Balletto

 

943,403

 

88,343

 

469,968

 

 

 

 

 

 

 

 

 

Stephen L. Flynn

 

822,097

 

209,649

 

469,968

 

 

 

 

 

 

 

 

 

Thomas L. Hamelin

 

941,669

 

90,077

 

469,968

 

 

 

 

 

 

 

 

 

J. Richard Murphy

 

945,584

 

86,162

 

469,968

 

 

2.              The ratification of the appointment of Shatswell, MacLeod & Company, P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2014.

 

 

 

 

 

 

 

Broker

For

 

Against

 

Abstain

 

Non-votes

 

 

 

 

 

 

 

1,463,698

 

100

 

37,916

 

n/a

 

3. The approval of an advisory, non-binding resolution to approve the executive compensation described in the Proxy Statement.

 

 

 

 

 

 

 

Broker

For

 

Against

 

Abstain

 

Non-votes

 

 

 

 

 

 

 

933,148

 

92,631

 

5,967

 

469,968

 

4.  The approval of the Georgetown Bancorp, Inc 2014 Equity Incentive Plan.

 

For

 

Against

 

Abstain

 

 

 

 

 

738,172

 

278,403

 

15,171

 

2



 

Item 9.01                   Financial Statements and Exhibits

 

(a)                                                         Financial Statements of businesses acquired. Not Applicable.

 

(b)                                                         Pro forma financial information. Not Applicable.

 

(c)                                                          Shell company transactions: None

 

(d)                                                         Exhibits.

 

Exhibit No.

 

Description

 

 

 

10.1

 

Georgetown Bancorp, Inc. 2014 Equity Incentive Plan (incorporated by reference to Appendix A to the proxy statement for the Annual Meeting of Stockholders filed with the Securities and Exchange Commission on April 7, 2014 (File No. 001-35595))

 

3



 

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.

 

 

 

GEORGETOWN BANCORP, INC.

 

 

 

 

Date:

May 22, 2014

 

 

By:

/s/ Joseph W. Kennedy

 

 

 

Joseph W. Kennedy

 

 

 

Senior Vice President, Chief Financial Officer and Treasurer

 

4