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): August 4, 2011

FOX CHASE BANCORP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Maryland
(State or other jurisdiction of
incorporation or organization)
 
000-54025
(Commission
File Number)
 
35-2379633
(IRS Employer
Identification No.)

4390 Davisville Road, Hatboro, Pennsylvania 19040
(Address of principal executive offices) (Zip Code)

(215) 682-7400
(Registrant’s telephone number, including area code)

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:

[ ]           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

The annual meeting of the stockholders of Fox Chase Bancorp, Inc. (the “Company”) was held on August 4, 2011.  The final results for each of the matters submitted to a vote of stockholders at the annual meeting are as follows:

1.  
The following individuals were elected as directors, each for a three-year term by the following vote:

 
FOR
WITHHELD
     
Todd S. Benning
10,814,174
1,020,695
Thomas M. Petro
10,799,096
1,035,773
RoseAnn B. Rosenthal
10,855,623
979,246

There were 1,562,666 broker non-votes on the proposal.


2.  
The approval of the Fox Chase Bancorp, Inc. 2011 Equity Incentive Plan was approved by the stockholders by the following vote:

FOR
AGAINST
ABSTAIN
     
10,392,887
1,365,389
76,593

There were 1,562,666 broker non-votes on the proposal.


3.  
The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011 was ratified by the stockholders by the following vote:

FOR
AGAINST
ABSTAIN
     
13,312,910
33,872
50,753

There were no broker non-votes on the proposal.


4.  
An advisory vote was taken on the compensation of the Company’s named executive officers as disclosed in the proxy statement and the vote was as follows:

FOR
AGAINST
ABSTAIN
     
9,427,465
2,258,592
148,812

There were 1,562,666 broker non-votes on the proposal.

 
 

 


5.  
An advisory vote was taken on the frequency of the advisory vote on the compensation of the Company’s named executive officers and the vote was as follows:

ONE YEAR
TWO YEARS
THREE YEARS
ABSTAIN
       
10,202,914
1,012,893
402,294
216,768

There were 1,562,666 broker non-votes on the proposal.

The Company’s Board of Directors determined that an advisory vote on the approval of the compensation of the Company’s named executive officers will be included annually in the Company’s proxy materials.



 
 

 

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 thereunto duly authorized.
 

Date:  August 5, 2011
By:
/s/ Roger S. Deacon  
    Roger S. Deacon  
    Executive Vice President and Chief Financial Officer