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): April 21, 2010

HUDSON CITY BANCORP, INC.

(Exact name of registrant as specified in its charter)

Delaware		0-26001		22-3640393
(State or other		(Commission		(IRS Employer
jurisdiction of		File Number)		Identification No.)
in Company)

WEST 80 CENTURY ROAD
PARAMUS, NEW JERSEY 07652
(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (201) 967-1900

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K 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 Securities Act (17 CFR 230.425)

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

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

o		Pre-commencement communications pursuant to Rule 13e-4(c) under 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 Hudson City Bancorp, Inc. (the “Company”) was held on April 21, 2010. As of the record date, there were a total of 526,871,902 shares of common stock outstanding and entitled to vote at the annual meeting. At the annual meeting 438,347,036 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 two 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 two directors having received the requisite vote of a majority of the votes cast, as indicated below, were elected as directors of the Company.

Directors		Votes For				Votes Against				Abstentions				Broker Non-Votes
Donald O. Quest, M.D.			357,836,505				15,851,701				930,554				152,253,142
Joseph G. Sponholz			360,661,051				13,075,880				881,829				152,253,142

The shareholders were asked to approve the adoption of the Executive Officer Annual Incentive Plan to help the Company and Hudson City Savings Bank maximize the tax deductibility of incentives that it pays to its executive officers. This plan 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
338,841,765		33,319,262		2,452,583		152,258,292

The shareholders were asked to ratify the appointment of KPMG LLP as the Company’s independent 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
422,818,240		13,569,809		1,969,682		88,514,171

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.

Dated: April 26, 2010