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 17, 2018
United Financial Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Connecticut | 001-35028 | 27-3577029 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
225 Asylum Street, Hartford, Connecticut | 06103 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (860) 291-3600
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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). | |
Emerging growth company | ¨ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ¨ |
Item 5.07. Submission of Matters to a Vote of Security Holders.
The annual meeting of the stockholders of United Financial Bancorp, Inc. (the “Company”) was held on May 17, 2018 (the “Annual Meeting”). There were 50,609,743 shares of Common Stock eligible to be voted at the Annual Meeting and 44,755,727 shares were represented at the meeting by the holders thereof, which constituted a quorum. The final results for each of the matters submitted to a vote of stockholders at the annual meeting are as follows:
1. | Three Directors were re-elected at the Annual Meeting, William H.W. Crawford, IV, Michael F. Crowley, and Raymond H. Lefurge, Jr., to serve for four-year terms by the following vote: |
Director | For | Against | Abstain | Non-Vote | |||
William H.W. Crawford, IV | 36,167,680 | 1,105,386 | 132,506 | 7,350,155 | |||
Michael F. Crowley | 36,090,172 | 1,191,743 | 123,657 | 7,350,155 | |||
Raymond H. Lefurge, Jr. | 35,931,299 | 1,365,947 | 108,326 | 7,350,155 | |||
2. | Approval of the Company’s executive compensation as described in the Compensation Discussion and Analysis and the tabular disclosure regarding named executive officer compensation (together with the accompanying narrative disclosure) in the Proxy Statement. |
For | Against | Abstain | Non-Vote | |||
34,725,181 | 2,410,760 | 269,631 | 7,350,155 | |||
3. | Approval of an amendment to the Certificate of Incorporation to declassify the Board of Directors, resulting in (after phase-in) annual Board terms with four classes of Directors serving staggered four-year terms. |
For | Against | Abstain | Non-Vote | |||
35,325,394 | 1,385,146 | 695,032 | 7,350,155 | |||
4. | Ratification of the appointment of Wolf and Company, P.C. as independent auditors of the Company for the year ending December 31, 2018 was approved by the stockholders by the following vote: |
For | Against | Abstain | ||||
43,975,386 | 610,131 | 170,210 | ||||
There were no broker non-votes on the proposal.
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.
Dated: May 18, 2018 | UNITED FINANCIAL BANCORP, INC. Registrant | |||||
By: | /s/ Eric R. Newell | |||||
Eric R. Newell Executive Vice President/ Chief Financial Officer | ||||||