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 27, 2011
 
Bridge Capital Holdings
(Exact name of registrant as specified in its charter)
 
California
 
000-50974
 
80-0123855
(State or other jurisdiction of incorporation)
 
(Commission File No.)
 
(IRS Employer Identification Number)
 

55 Almaden Boulevard, Suite 200
   
San Jose, California
 
95113
(Address of principal executive offices)
 
(Zip Code)

              (408) 423-8500            
(Registrant's telephone number, including area code)

                 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 (see General Instruction A.2. below):

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.

 
Bridge Capital Holdings (the “Company”) held its annual meeting of shareholders on May 26, 2011.  The Company’s shareholders voted on and approved the proposals listed below, each of which was described in the Company’s proxy statement for the meeting.  On the record date for the meeting, there were 14,712,226 shares of the Company’s common stock outstanding.
 
 
Proposal 1 — Election of Directors
 
The following individuals were elected as directors to serve until the 2012 annual meeting of shareholders or until their successors are elected and qualified.  There were no nominees other than those listed below. The voting results were as follows:

Nominee
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
Lawrence Owen Brown
    11,867,844           10,101           1,770,818      
Howard Gould
    11,566,734           311,211           1,770,818      
Dr. Francis J. Harvey
    11,644,410           233,535           1,770,818      
Allan C. Kramer, M.D.
    11,822,524           55,421           1,770,818      
Robert P. Latta
    11,771,641           106,304           1,770,818      
Daniel P. Myers
    11,720,213           157,732           1,770,818      
Thomas M. Quigg
    11,603,840           274,105           1,770,818      
Terry Schwakopf
    11,867,444           10,501           1,770,818      
Barry A. Turkus
    11,867,444           10,501           1,770,818      

Proposal 2 — Approval of the Non-Executive Employee Option Exchange Program

The shareholders voted to approve a non-executive employee option exchange program as described in the Company’s proxy statement for the meeting.  The results of voting were as follows:

Votes For
   
Votes Against
   
Abstain
   
Broker Non-Votes
 
  9,309,604       2,534,741       33,600       1,770,818  

 
Proposal 3 – Re-approval of Existing Performance Criteria Under the 2006 Equity Incentive Plan
 
 
The shareholders voted to re-approve the existing performance criteria under the 2006 Equity Incentive Plan as described in the Company’s proxy statement for the meeting.  The results of voting were as follows:
 
Votes For
   
Votes Against
   
Abstain
   
Broker Non-Votes
 
  11,377,740       458,595       41,610       1,770,818  
 
Proposal 4 — Ratification of Appointment of Independent Accountants.
 

The shareholders voted to ratify the appointment of Vavrinek, Trine, Day & Co. LLP as independent accountants for the Company’s 2011 fiscal year.  The results of voting were as follows:
 
Votes For
   
Votes Against
   
Abstain
 
  13,593,068       47,085       8,610  
 
 
 
 

 
 
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:  May 27, 2011
 
 
BRIDGE CAPITAL HOLDINGS
 
       
 
By:
/s/ Thomas A. Sa  
   
Thomas A. Sa
 
   
Executive Vice President
 
   
Chief Financial Officer
(Duly Authorized Officer)