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): November 1, 2013
PSB
Holdings, Inc.
(Exact name of registrant as specified in its charter)
| Federal | 0-50970 | 42-1597948 | ||
|
(State or other
|
(Commission File Number) | (I.R.S. Employer Identification No.) | ||
| jurisdiction of incorporation) |
| 40 Main Street, Putnam, Connecticut | 06260 | |
|
(Address of principal executive offices)
|
(Zip Code) |
| (860) 928-6501 | ||
| (Registrant’s telephone number, including area code) |
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 CRF 240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders
| (a) | The annual meeting of the shareholders of PSB Holdings, Inc. (the “Company”) was held on November 1, 2013. |
| (b) | The matters considered and voted on by the shareholders at the annual meeting and the vote of the shareholders was as follows: |
| 1. | The following individuals were elected as directors, each for a three-year term, by the following vote: |
|
Shares
|
Votes
|
Broker
|
||||||||||
|
Voted For
|
Withheld
|
Non-Votes
|
||||||||||
|
Charles W. Bentley, Jr.
|
5,163,326 | 152,358 | 695,923 | |||||||||
|
Paul M. Kelly
|
5,165,826 | 149,858 | 695,923 | |||||||||
|
Charles H. Puffer
|
5,210,013 | 105,671 | 695,923 | |||||||||
| 2. | The appointment of Wolf & Company, P.C. as independent registered public accounting firm for the fiscal year ending June 30, 2014 was ratified by the shareholders by the following vote: |
|
Shares Voted
|
Shares Voted
|
|||||||
|
For
|
Against
|
Abstentions
|
||||||
|
5,980,565
|
30,840 | 202 | ||||||
|
There were no broker non-votes on the proposal.
|
|
|
3.
|
An advisory, non-binding resolution to approve the executive compensation:
|
|
Shares Voted
|
Shares Voted
|
Broker
|
||||||||||
|
For
|
Against
|
Abstentions
|
Non-Votes
|
|||||||||
|
5,133,946
|
144,722 | 28,116 | 704,823 | |||||||||
| 4. | An advisory, non-binding proposal with respect to the frequency that shareholders will vote on the executive compensation. |
|
1 Year
|
2 Years
|
3 Years
|
Abstentions
|
|||||||||
|
5,202,268
|
60,985 | 19,011 | 24,520 | |||||||||
As noted above, at the Annual Meeting the Company’s shareholders conducted a non-binding advisory vote regarding the frequency of shareholder approval of the compensation of named executive officers. Shareholders recommended that the Company hold an advisory vote on executive compensation annually. Taking into consideration the results of the shareholder advisory vote, on November 6, 2013 the Company’s Board of Directors determined that the Company will hold an advisory vote on executive compensation annually until the next required vote on the frequency of shareholder votes on executive compensation.
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.
| PSB HOLDINGS, INC. | ||||
|
Dated: November 6, 2013
|
By:
|
/s/ Robert J. Halloran, Jr.
|
||
| Robert J. Halloran, Jr. | ||||
| Executive Vice-President and Chief Financial Officer | ||||