UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 25, 2011
Northfield Bancorp, Inc.
(Exact name of registrant as specified in its charter)
| United States | 1-33732 | 42-1572539 | ||
| (State or other jurisdiction of incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
| 1410 St. Georges Avenue, Avenel, New Jersey | 07001 | |
| (Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code: (732) 499-7200
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 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 5.07 Submission of Matters to a Vote of Security Holders
The 2011 Annual Meeting of Stockholders was held on May 25, 2011 (the “Annual Meeting”). The
matters considered and voted on by the Company’s stockholders at the Annual Meeting and the vote of
stockholders were as follows:
Matter 1. The election of three directors, each for a three-year term.
| NAME | FOR | WITHHELD | BROKER NON-VOTES | |||||||||
John W. Alexander |
35,089,080 | 81,559 | 3,537,131 | |||||||||
Annette Catino |
35,037,915 | 132,724 | 3,537,131 | |||||||||
John P. Connors, Jr. |
35,088,045 | 82,594 | 3,537,131 | |||||||||
Matter 2. The ratification of the appointment of KPMG LLP as the Company’s independent registered
public accounting firm for the year ending December 31, 2011.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||||||||
38,587,319 |
78,845 | 41,606 | 0 | |||||||||
Matter 3. An advisory (non-binding) resolution to approve the executive compensation described
in the Proxy Statement.
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||||||||
34,386,142 |
739,563 | 44,933 | 3,537,132 | |||||||||
Matter 4. An advisory (non-binding) proposal with respect to the frequency that stockholders will
vote on
our executive compensation.
| One Year | Two Years | Three Years | ABSTAIN | BROKER NON-VOTES | ||||||||||||
4,172,013 |
37,479 | 30,924,578 | 36,568 | 3,537,132 | ||||||||||||
Item 9.01. Financial Statements and Exhibits.
None
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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.
| NORTHFIELD BANCORP, INC. |
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| DATE: May 26, 2011 | By: | /s/ Steven M. Klein | ||
| Steven M. Klein | ||||
| Chief Operating Officer and Chief Financial Officer |
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