8-K

UNITED STATESSECURITIES 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): April 26, 2016

REPUBLIC FIRST BANCORP, INC. (Exact name of registrant as specified in its charter)

Pennsylvania	000-17007	23-2486815
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
50 South 16th Street, Suite 2400, Philadelphia, PA  19102 (Address of principal executive offices)                             (Zip Code)

Registrant's telephone number, including area code:  (215)-735-4422

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-4(c))

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

On April 26, 2016, Republic First Bancorp, Inc. (the "Company") held its Annual Meeting of Shareholders for which the Board of Directors solicited proxies.  At the Annual Meeting, the Company's shareholders voted on the following proposals stated in the Proxy Statement dated March 28, 2016.

The proposals voted on and approved by the Company's shareholders at the Annual Meeting were as follows:

Proposal 1 – Election of Directors

Each of the following two director nominees was elected as a Class III director to serve for a three-year term until the 2019 Annual Meeting of Shareholders and until his successor has been elected and qualified.

Nominee	Votes For	Votes Withheld	Broker Non-Votes
Theodore J. Flocco	16,952,493	120,480	8,881,894
Barry L. Spevak	16,972,178	100,795	8,881,894

Proposal 2 – To Amend the Articles of Incorporation to Increase the Authorized Number of Shares of Common Stock

The shareholders approved the amendment to the articles of incorporation to increase the authorized number of shares of common stock from 50,000,000 to 100,000,000.

Votes For	Votes Against	Abstentions	Broker Non-Votes
23,403,400	2,433,607	117,860	-

Proposal 3 – To Adjourn the Annual Meeting, If Necessary

The chairman of the annual meeting determined that no action was needed on the proposal to adjourn as Proposal 2 was approved.

Proposal 4 – Ratification of Appointment of Independent Registered Public Accounting Firm

The shareholders ratified the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016.

Votes For	Votes Against	Abstentions	Broker Non-Votes
25,019,939	851,909	83,019	-

Item 7.01 Regulation FD Disclosure

The Company is furnishing, as Exhibit 99.1 hereto and incorporated herein by reference, a presentation to be used by management from time to time, and the presentation shall not be deemed to be "filed" for any purpose.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1Presentation, dated April 26, 2016

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.

REPUBLIC FIRST BANCORP, INC.

Date:  April 28, 2016	By:	/s/ Frank A. Cavallaro
		Frank A. Cavallaro Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

 April 27, 2016 

1

  forward looking statements  The Company may from time to time make written or oral "forward-looking statements", including statements contained in this presentation. The forward-looking statements contained herein are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements.  For example, risks and uncertainties can arise with changes in: general economic conditions, including turmoil in the financial markets and related efforts of government agencies to stabilize the financial system; the adequacy of our allowance for loan losses and our methodology for determining such allowance; adverse changes in our loan portfolio and credit risk-related losses and expenses; concentrations within our loan portfolio, including our exposure to commercial real estate loans, and to our primary service area; changes in interest rates; our ability to identify, negotiate, secure and develop new store locations and renew, modify, or terminate leases or dispose of properties for existing store locations effectively; business conditions in the financial services industry, including competitive pressure among financial services companies, new service and product offerings by competitors, price pressures and similar items; deposit flows; loan demand; the regulatory environment, including evolving banking industry standards, changes in legislation or regulation; impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act; our securities portfolio and the valuation of our securities; accounting principles, policies and guidelines as well as estimates and assumptions used in the preparation of our financial statements; rapidly changing technology; litigation liabilities, including costs, expenses, settlements and judgments; and other economic, competitive, governmental, regulatory and technological factors affecting our operations, pricing, products and services.  You should carefully review the risk factors described in the Annual Report on Form 10-K for the year ended December 31, 2015 and other documents the Company files from time to time with the Securities and Exchange Commission. The words "would be," "could be," "should be," "probability," "risk," "target," "objective," "may," "will," "estimate," "project," "believe," "intend," "anticipate," "plan," "seek," "expect" and similar expressions or variations on such expressions are intended to identify forward-looking statements. All such statements are made in good faith by the Company pursuant to the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company, except as may be required by applicable law or regulations.   2 

2

 Since the launch of our“Power of Red is Back”expansion plan . . . . 

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 annual store deposit growth  ($ in millions)  36 XGreater  *Source: First Manhattan Consulting Group White paper 2015   

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 total assets          ($ in millions) 

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 core deposit growth      ($ in millions)     

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 deposit accounts  Growth = 94%  

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 annual customer transactions  Growth = 74%  

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 loan growth  ($ in millions)           

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projected store count New Store Additions +2 +2 +4 +5 +6 13 15 17 21 26 32 35 30 25 20 15 10 5 0

12/31/13 actual 12/31/14 actual 12/31/15 actual 12/31/16 projected 12/31/17 projected 12/31/18 projected

 projected store count  +2  +6  +4  +5  + New Store Additions 

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 stock price  0       

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 THE BEST OF EVERY CHANNELYOU CHOOSE  in-store  online  mobile  phone 

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 profitability trend        Actual QTD9/30/15    Actual QTD12/31/15    Actual QTD03/31/16  Total Revenue    11,596    15,727    13,703  Loan Loss Provision    -    500    300  Non Interest Expenses    11,024    14,446    12,343  Net Income    582    790    1,085                % Increase        +36%    +37%           

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 coming soon  MoorestownCherry Hill MallMedfordFairless HillsGloucester TownshipSicklervilleFeastervilleMount HollyBensalem 

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 back office expansion  Marlton loan office 

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 grand openings April 9th 2016  Wynnewood & Washington Township 

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 our approach  It’s all about the People! 

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