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Section 1: 8-K (FORM 8-K KEARNY FINANCIAL CORP. OCTOBER 25, 2018)


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): October 25, 2018

KEARNY FINANCIAL CORP.
(Exact Name of Registrant as Specified in its Charter)

Maryland
 
001-37399
 
30-0870244
(State or Other Jurisdiction
of Incorporation)
 
(Commission File No.)
 
(I.R.S. Employer
Identification No.)

120 Passaic Avenue, Fairfield, New Jersey
 
07004
(Address of Principal Executive Offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (973) 244-4500

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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
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 Securities Holders

The Annual Meeting of Stockholders of Kearny Financial Corp. (the “Company”) was held on October 25, 2018.  The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Proxy Statement.  Of the 98,243,200 shares outstanding and entitled to vote, 90,691,038 shares were present at the meeting in person or by proxy.  The final results of the stockholders’ vote are as follows:

1.
Election of directors:

   
For
 
Withheld
   
Broker Non-Votes
               
John N. Hopkins
 
66,633,736
 
5,156,256
   
18,901,046
               
Craig L. Montanaro
 
69,999,082
 
1,790,910
   
18,901,046
               
Leopold W. Montanaro
 
67,934,373
 
3,855,619
   
18,901,046
               
Catherine A. Lawton
 
67,992,316
 
3,797,676
   
18,901,046

2.
The ratification of the appointment of Crowe LLP as the Company’s independent auditor for the fiscal year ending June 30, 2019:

Shares Voted For
 
Shares Voted Against
 
Abstentions
 
Broker Non-votes
             
89,101,881
 
1,163,772
 
425,385
 

3.
An advisory, non-binding resolution to approve the Company’s executive compensation as described in the Proxy Statement:

Shares Voted For
 
Shares Voted Against
 
Abstentions
 
Broker Non-votes
             
64,670,990
 
6,410,189
 
708,813
 
18,901,046



Item 9.01   Financial Statements and Exhibits

(a)
Financial Statements of Businesses Acquired.  Not applicable.

(b)
Pro Forma Financial Information.  Not applicable.

(c)
Shell Company Transactions.  Not applicable.

(d)
Exhibits. None



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.

   
KEARNY FINANCIAL CORP.
 
 
DATE: October 26, 2018
By:  
 /s/ Craig L. Montanaro 
   
Craig L. Montanaro
   
President and Chief Executive Officer



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