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EX-99.1 - EX-99.1 - BankGuam Holding Cod161018dex991.htm

 

 

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 23, 2016

 

 

BankGuam Holding Company

(Exact name of registrant as specified in its charter)

 

 

 

Guam   000-54483   66-0770448

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

111 W. Chalan Santo Papa

Hagatna, Guam

  96910
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (671) 472-5300

 

 

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.

On May 23, 2016, BankGuam Holding Company (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). As of the record date for the Annual Meeting, there were 9,241,842 shares entitled to vote on all matters presented to the Company’s stockholders at the Annual Meeting. Votes representing approximately 69.72% of the Company’s common stock were present in person or represented by proxy at the Annual Meeting. The following are the voting results of each matter submitted to the Company’s stockholders at the Annual Meeting.

Proposal No. 1: Election of Directors

The stockholders elected each of the four (4) following Class II Directors to hold office for a term of three years:

 

Director

   Shares For      Shares Withheld      Broker Non-Votes  

Patricia P. Ada

     6,202,729         23,713         86,955   

Frances L.G. Borja

     6,202,229         24,213         86,955   

Dr. Ralph G. Sablan

     6,212,366         14,076         86,955   

Roger P. Crouthamel

     6,195,449         30,993         86,955   

Proposal No. 2: Ratification Of Selection Of Independent Registered Public Accounting Firm (Squar Milner, LLP)

 

Shares For

  

Against

  

Abstain

  

Broker Non-Votes

6,441,239

   19,266    144,040    21,227

Item 8.01.

At its meeting on May 23, 2016, the Board of Directors of the Company declared a $0.10 per share quarterly cash dividend. The Company issued a press release on May 27, 2016 regarding the dividend. The dividend will be paid on June 30, 2016 to shareholders of record on June 15, 2016.

A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits.

 

Exhibit No.    Exhibit
99.1    Press Release dated May 27, 2016


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, we have duly caused this Report to be signed on our behalf by the undersigned thereunto duly authorized.

 

Date: May 27, 2016     BankGuam Holding Company
    By:  

/s/ Lourdes A. Leon Guerrero

      Lourdes A. Leon Guerrero
      President and Chief Executive Officer


EXHIBIT LIST

 

Exhibit No.

  

Description of Exhibit

99.1    Press Release dated May 27, 2016