-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K7BiuquAvyXpuDgNfb227/MAw85o8t1TY29Y/iIAQKEeyQeOuVAdVbuADvpj924C hS/f2aCTwzm7qNgNEJSh9Q== 0001144204-10-029011.txt : 20100519 0001144204-10-029011.hdr.sgml : 20100519 20100519143601 ACCESSION NUMBER: 0001144204-10-029011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100519 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20100519 DATE AS OF CHANGE: 20100519 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASTORIA FINANCIAL CORP CENTRAL INDEX KEY: 0000910322 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 113170868 STATE OF INCORPORATION: DE FISCAL YEAR END: 0319 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11967 FILM NUMBER: 10844925 BUSINESS ADDRESS: STREET 1: ONE ASTORIA FEDERAL PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 BUSINESS PHONE: 5163273000 MAIL ADDRESS: STREET 1: ONE ASTORIA FEDERAL PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 8-K 1 v185919_8k.htm Unassociated Document

 
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 19, 2010
 
ASTORIA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
001-11967
11-3170868
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer Identification No.)
 
ONE ASTORIA FEDERAL PLAZA, LAKE SUCCESS, NEW YORK 11042-1085
(Address of principal executive offices, including zip code)
 
Registrant’s telephone number, including area code: (516) 327-3000
 
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(b) under the Exchange Act (17 CFR 240.14a-12(b))
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 5.07.                                Submission of Matters to a Vote of Security Holders.
 
The Annual Meeting of Shareholders (the “Meeting”) of Astoria Financial Corporation (the “Company”) was held on May 19, 2010.  As of the record date, there were a total of 97,895,929 shares of common stock outstanding and entitled to vote at the Meeting.  At the Meeting 87,686,366 shares of common stock were represented in person or by proxy, therefore a quorum was present.  The following proposals were submitted by the Board of Directors to a vote of security holders and the final results of the voting on each proposal is noted below.
 
Proposal 1 – Election of Directors
 
The following four directors were nominated to serve for three-year terms expiring at the annual meeting of shareholders to be held in 2013, or when their successors are otherwise duly elected and qualified.  The four directors having received the requisite vote of a plurality of the shares represented in person or by proxy and entitled to vote, as indicated below, were elected to serve as directors of the Company.
 
Directors
 
Votes For
 
Withheld
Broker Non-Votes
John R. Chrin
78,015,351
847,524
8,823,491
John J. Conefry, Jr.
73,051,129
5,811,746
8,823,491
Brian M. Leeney
78,011,224
851,651
8,823,491
Thomas V. Powderly
68,942,696
9,920,179
8,823,491

 
Proposal 2 – Approval of an amendment to the Astoria Financial Corporation 2007 Non- Employee Director Stock Plan
 
The shareholders were asked to approve an amendment to the Astoria Financial Corporation 2007 Non- Employee Director Stock Plan.  The amendment was approved by the requisite vote of a majority of the shares represented in person or by proxy and entitled to vote, as indicated below.
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
55,916,179
22,620,326
326,370
8,823,491

 
Proposal 3 – The ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm.
 
The shareholders were asked to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm.  The appointment was approved by the requisite vote of a majority of the shares represented in person or by proxy and entitled to vote, as indicated below.
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
83,425,764
4,108,324
152,278
0
 
 
 

 
 
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.
 
 
ASTORIA FINANCIAL CORPORATION
 
       
Dated:  May 19, 2010
By:
/s/ Peter J. Cunningham  
    Peter J. Cunningham  
    First Vice President and  
    Director of Investor Relations  

 
 
-----END PRIVACY-ENHANCED MESSAGE-----