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Section 1: 8-K (CURRENT REPORT, ITEMS 5.07, 7.01 AND 9.01)

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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)
January 22, 2019

CAPITOL FEDERAL FINANCIAL, INC.
(Exact name of Registrant as specified in its Charter)

Maryland001-34814 27-2631712 
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification Number)


700 South Kansas Avenue Topeka, Kansas 66603
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code:
(785) 235-1341

N/A
(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 SECURITY HOLDERS
Capitol Federal Financial, Inc. (the “Company”) held its Annual Meeting of Stockholders on January 22, 2019 (the “Annual Meeting”). Holders of record of the Company’s common stock at the close of business on November 30, 2018 were entitled to vote on three items at the Annual Meeting. Stockholders elected John B. Dicus, James G. Morris and Jeffrey R. Thompson each to a three-year term as director. The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s proxy statement for the Annual Meeting (the "Say on Pay Vote"). The stockholders also ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditors for the fiscal year ending September 30, 2019. The final voting results of each item are set forth below.
Number of Votes
ForAgainst Abstained Broker Non-Votes
Proposal 1.
Election of the following directors for the terms indicated:
John B. Dicus (three years)106,345,817 2,754,275 49,407 18,569,204 
James G. Morris (three years)107,058,876 1,882,356 208,267 18,569,204 
Jeffrey R. Thompson (three years)105,885,891 3,053,221 210,386 18,569,204 
The following directors had their term of office continue after the meeting:
Michel' Philipp Cole
Jeffrey M. Johnson
Michael T. McCoy, M.D.
Morris J. Huey, II
Reginald L. Robinson

Number of Votes
For Against Abstained Broker Non-Votes 
Proposal 2. 
Stockholder approval, on advisory basis, of executive compensation104,173,905 4,014,662 960,929 18,569,208 

Number of Votes 
For Against Abstained Broker Non-Votes 
Proposal 3. 
Ratification of Deloitte & Touche LLP as independent auditors126,198,209 1,419,016 101,478 — 

ITEM 7.01 REGULATION FD DISCLOSURE
Attached hereto as Exhibit 99.1 and incorporated herein by reference are the slides from the Company's presentation at the Annual Meeting on January 22, 2019.

On January 22, 2019, the Company issued the press release attached hereto as Exhibit 99.2 and incorporated herein by reference announcing a cash dividend of $0.085 per share, payable on February 15, 2019 to holders of record of the Company’s common stock as of the close of business on February 1, 2019.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits

Exhibit 99.1 – Annual Meeting slide presentation
Exhibit 99.2 – Press release announcing dividend dated January 22, 2019





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.

CAPITOL FEDERAL FINANCIAL, INC.
Date: January 24, 2019By: /s/ Kent G. Townsend
Kent G. Townsend, Executive Vice-President,
Chief Financial Officer, and Treasurer


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Section 2: EX-99.1 (ANNUAL MEETING SLIDE PRESENTATION)

annualmtg2018


 
Board of Directors John B. Dicus, Chairman, President & CEO Michel’ Philipp Cole Morris J. Huey, II Jeffrey M. Johnson Michael T. McCoy, M.D. James G. Morris Reginald L. Robinson Jeffrey R. Thompson


 
Management John B. Dicus, Chairman, President & CEO Anthony S. Barry, Executive Vice President Natalie G. Haag, Executive Vice President & Corporate Secretary Rick C. Jackson, Executive Vice President Robert D. Kobbeman, Executive Vice President Daniel L. Lehman, Executive Vice President Carlton A. Ricketts, Executive Vice President Kent G. Townsend, Executive Vice President


 
Safe Harbor Disclosure Except for the historical information contained in this presentation, the matters discussed may be deemed to be forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements about our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions. The words "may," "could," "should," "would," "will," "believe," "anticipate," "estimate," "expect," "intend," "plan," and similar expressions are intended to identify forward-looking statements. Forward-looking statements involve risks and uncertainties, including the possibility that expected cost savings, synergies and other benefits from the acquisition of CCB might not be realized within the anticipated time frames or at all, and the possibility that costs or difficulties relating to integration matters might be greater than expected, changes in economic conditions in Capitol Federal Financial, Inc.’s market area, changes in policies or the application or interpretation of laws and regulations by regulatory agencies and tax authorities, other governmental initiatives affecting the financial services industry, changes in accounting principles, policies or guidelines, fluctuations in interest rates, demand for loans in Capitol Federal Financial, Inc.’s market area, the future earnings and capital levels of Capitol Federal Savings Bank, which would affect the ability of Capitol Federal Financial, Inc. to pay dividends in accordance with its dividend policies, competition, and other risks detailed from time to time in documents filed or furnished by Capitol Federal Financial, Inc. with the SEC. Actual results may differ materially from those currently expected. These forward-looking statements represent Capitol Federal Financial, Inc.’s judgment as of the date of this presentation. Capitol Federal Financial, Inc. disclaims, however, any intent or obligation to update these forward-looking statements.


 
Selected Balance Sheet Data September 30, 2018 2017 (in thousands) Total Assets $ 9,449,547 $ 9,192,916 Total Loans $ 7,514,485 $ 7,195,071 Total Deposits $ 5,603,354 $ 5,309,868 Total Borrowings $ 2,285,033 $ 2,373,808 Total Stockholders' Equity $ 1,391,622 $ 1,368,313


 
Financial Performance FY 2018 Net Income (in thousands) $98,927 Earnings Per Share (basic & diluted) $0.73 Net Interest Margin* 2.24% Return on Average Assets* 1.07% Return on Average Equity* 7.12% *Adjusted to exclude the effects of the leverage strategy


 
Financial Performance FY 2018 Efficiency Ratio 43.89% Operating Expense Ratio 0.92% Non-performing Assets to Total Assets 0.14% Equity to Total Assets 14.7%


 
Calendar Year 2018 Dividends (in thousands) Regular quarterly dividends* $ 45,982 True Blue® Capitol dividend (June) 33,614 True-up dividend (December) 53,666 Total cash dividends paid in 2018 $ 133,262 *Paid in February, May, August, and November.


 
Cumulative Cash Returned to Stockholders (in millions) $1,500.0 $1,377.5 $1,244.2 $1,250.0 Stockholder Dividends $1,000.0 $7.12 Per Share $6.14 Per Share $750.0 $500.0 † † $876.2 $1,009.5 $250.0 Share Repurchases 31,009,944 Shares Avg. Price of $11.87 $0.0 $368.0 $368.0 2017 2018 †Includes named capital dividends paid


 
Payment of Dividends • CFFN declared a regular quarterly dividend of $0.085 per share on January 22, 2019. • For fiscal year 2019, it is the intent of our Board and management to pay out 100% of our net income. • Dividends will be paid in a combination of quarterly and true-up cash dividends.


 
Building Blue • Single-Family Portfolio • Strong Cost Controls Lender • Strong Capital Position • Deposit Services • Stockholder Value • Commercial Banking • Interest Rate Risk • Excellent Asset Quality Management


 
Executive Management Bob Kobbeman, Executive Vice President Chief Commercial Banking Officer


 
Executive Management Carl Ricketts, Executive Vice President Chief Corporate Services Officer


 
Executive Management Tony Barry, Executive Vice President Corporate Services Officer


 
Chairman Emeritus Jack Dicus


 
Questions & Answers


 
Thank you for attending


 


 
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Section 3: EX-99.2 (PRESS RELEASE ANNOUNCING DIVIDEND)

Document

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NEWS RELEASE

FOR IMMEDIATE RELEASE

January 22, 2019

CAPITOL FEDERAL® FINANCIAL, INC.
ANNOUNCES QUARTERLY DIVIDEND

Topeka, KS - Capitol Federal Financial, Inc. (NASDAQ: CFFN) (the "Company") announced today that its Board of Directors has declared a quarterly cash dividend of $0.085 per share on outstanding CFFN common stock.

The dividend is payable on February 15, 2019 to stockholders of record as of the close of business on February 1, 2019.

The Company will release financial results for the quarter ended December 31, 2018 on January 29, 2019 before the market opens.

Capitol Federal Financial, Inc. is the holding company for Capitol Federal Savings Bank (the "Bank"). The Bank has 58 branch locations in Kansas and Missouri, and is one of the largest residential lenders in the State of Kansas. News and other information about the Company can be found at the Bank's website, http://www.capfed.com.

Except for the historical information contained in this press release, the matters discussed may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements about our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions. The words "may," "could," "should," "would," "will," "believe," "anticipate," "estimate," "expect," "intend," "plan," and similar expressions are intended to identify forward-looking statements. Forward-looking statements that involve risks and uncertainties, including changes in economic conditions in the Company's market area, changes in policies or the application or interpretation of laws and regulations by regulatory agencies and tax authorities, other governmental initiatives affecting the financial services industry, changes in accounting principles, policies or guidelines, fluctuations in interest rates, demand for loans in the Company's market area, the future earnings and capital levels of the Bank, which would affect the ability of the Company to pay dividends in accordance with its dividend policies, competition, and other risks detailed from time to time in documents filed or furnished by the Company with the SEC. Actual results may differ materially from those currently expected. These forward-looking statements represent the Company's judgment as of the date of this release. The Company disclaims, however, any intent or obligation to update these forward-looking statements.

For further information contact:
Kent Townsend
Investor Relations
Executive Vice President,
700 S Kansas Ave
Chief Financial Officer and Treasurer
Topeka, KS 66603
700 S Kansas Ave
(785) 270-6055
Topeka, KS 66603
investorrelations@capfed.com
(785) 231-6360
ktownsend@capfed.com


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