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Section 1: 8-K (8-K)

Document


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 24, 2018
 
HOMESTREET, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Washington
 
001-35424
 
91-0186600
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
601 Union Street, Ste. 2000, Seattle, WA 98101
(Address of principal executive offices) (Zip Code)
(206) 623-3050
(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:
[ ]
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))
 
 
[ ]
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 12(a) of the Exchange Act.






Item 7.01
Regulation FD

    
The information provided pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any filing or other document filed by the Company pursuant to the Exchange Act or the Securities Act except as shall be expressly set forth by specific reference in such filing or document. The information provided pursuant to this Item 7.01 shall instead be deemed “furnished.”

On May 24, 2018, HomeStreet, Inc. ("HomeStreet" or the "Company") issued a press release on the results of the 2018 Annual Meeting of Shareholders. A copy of the press release is included as Exhibit 99.1 to this report and incorporated herein by reference. The press release is available on HomeStreet's investor relations web site at http://ir.homestreet.com.

Item 9.01
Financial Statements and Exhibits
 
 
(d) Exhibits
Description






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.

Date: May 24, 2018

 
 
 
 
HomeStreet, Inc.
 
 
 
 
By:
 
/s/ Godfrey B. Evans
 
 
 
Godfrey B. Evans
 
 
 
Executive Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary

 
 
 
 
 



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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


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HOMESTREET ANNOUNCES PRELIMINARY RESULTS FROM ANNUAL MEETING
All Three of the Company’s Nominees, Scott M. Boggs, Douglas I. Smith and Mark R. Patterson Reelected Based on Preliminary Vote Count

All of the Company’s Proposals Including “Say on Pay” Have Been Approved Based on Preliminary Voting

SEATTLE - (May 24, 2018) - HomeStreet, Inc. (Nasdaq: HMST) (the “Company” or “HomeStreet”), the parent company of HomeStreet Bank, today announced that based on the preliminary vote count at the Company's 2018 Annual Meeting reviewed by its proxy solicitor, all three of the Company’s director nominees, Scott M. Boggs, Douglas I. Smith and Mark R. Patterson, have been reelected to the Company’s Board of Directors.
HomeStreet previously indicated that, despite the substantial risk that votes on Roaring Blue Lion’s blue proxy cards would be considered invalid under Washington State banking law, the Company would count votes on blue proxy cards on a provisional basis, subject to the final determination as to the validity of the blue proxy cards. Notably, whether or not votes on blue proxy cards are counted, all of the Board’s nominees were reelected by a majority of the votes cast and all of the Company’s proposals have been approved.
Mark K. Mason, President and CEO of HomeStreet, said, “On behalf of the entire Board and management team, I would like to thank our shareholders for their support, as well as the highly valuable input they provided during this process. Our focus at HomeStreet continues to be on executing against our clear strategic plan in order to further diversify our business and deliver shareholder value.
“In addition, we are committed to translating the feedback we have received from our shareholders into action. We will continue to evaluate our board composition and corporate governance policies to ensure that we are taking the right steps to position the Company for success. We also appreciate the willingness of our shareholders to engage with the Company in discussing our governance practices over the course of the coming year following proxy season. Most importantly, we look forward to further dialogue with our shareholders - as well as our customers, employees and partners - around how best to maximize the potential of HomeStreet moving forward.”
The preliminary voting results also indicate that shareholders approved all other proposals considered at the Company’s 2018 Annual Meeting, including the advisory vote (non-binding) to approve executive compensation, proposal on the advisory (non-binding) vote on the frequency of future advisory shareholder votes on executive compensation and the advisory non-binding ratification of the appointment of the Company’s independent registered public accounting firm.
The Company will file the voting results, as tabulated by the independent Inspector of Elections, on a Form 8-K with the Securities and Exchange Commission within four business days.
About HomeStreet, Inc.
HomeStreet, Inc. (Nasdaq: HMST) is a diversified financial services Company headquartered in Seattle, Washington, serving consumers and businesses in the Western United States and Hawaii through its various operating subsidiaries. The Company operates two primary business segments: Mortgage Banking, which originates and purchases single





family residential mortgage loans, primarily for sale into secondary markets; and Commercial & Consumer Banking, including commercial real estate, commercial lending, residential construction lending, retail banking, private banking, investment, and insurance services. Its principal subsidiaries are HomeStreet Bank and HomeStreet Capital Corporation. Certain information about our business can be found on our investor relations web site, located at http://ir.homestreet.com.
Forward-Looking Statements
This letter contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. All statements relating to events or results that may occur in the future, , are forward-looking statements. When used in this letter, terms such as “anticipates,” “believes,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “predicts,” “should” or “will” or the negative of those terms or other comparable terms are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause us to fall short of our expectations or may cause us to deviate from our current plans, as expressed or implied by these statements. The known risks that could cause our results to differ, or may cause us to take actions that are not currently planned or expected, are described under the heading Item 1A- “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the Securities and Exchange Commission (the “SEC”). Unless required by law, the Company does not intend, and undertakes no obligation, to update or publicly release any revision to any forward-looking statements, whether as a result of the receipt of new information, the occurrence of subsequent events, the change of circumstance or otherwise. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this letter.

HomeStreet, Inc.
Investor Relations:
Gerhard Erdelji, 206-515-4039
gerhard.erdelji@homestreet.com

Or

Okapi Partners LLC
Bruce H. Goldfarb/Pat McHugh, 877-566-1922
info@okapipartners.com

Media Relations:
Sloane & Company
Dan Zacchei/Joe Germani, 212-486-9500
Dzacchei@sloanepr.com / Jgermani@sloanepr.com



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