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Section 1: 8-K (8-K 2019 SHAREHOLDER RESULTS)

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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): April 18, 2019
Boston Private Financial Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
Massachusetts
001-35070
04-2976299
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification Number)
Ten Post Office Square, Boston, Massachusetts 02109
(Address of principal executive offices)
(617) 912-1900
(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:
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    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)
o    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.     o






Item 5.07    Submission of Matters to a Vote of Security Holders.
At the 2019 Annual Meeting of Shareholders of Boston Private Financial Holdings, Inc. (the “Company”) held on April 18, 2019, Anthony DeChellis, Mark F. Furlong, Joseph C. Guyaux, Deborah F. Kuenstner, Gloria C. Larson, Kimberly S. Stevenson, Luis Antonio Ubinas, Stephen M. Waters, and Lizabeth H. Zlatkus were elected to serve until the Companys 2020 Annual Meeting of Shareholders and until their successors are duly elected and qualified. In addition, at the meeting, the shareholders (a) approved an advisory, non-binding, resolution on the compensation of the Companys named executive officers as disclosed in the Companys 2019 Proxy Statement and (b) ratified the selection of KPMG, LLP as the Company’s independent registered public accounting firm for fiscal year 2019.

The voting results are set forth below.
(1)     Election of directors:
Director Nominee
 
For
 
Withheld
 
Broker Non-Votes
Anthony DeChellis
 
73,199,407

 
350,127

 
5,230,918

Mark F. Furlong
 
73,329,498

 
220,036

 
5,230,918

Joseph C. Guyaux
 
73,238,550

 
310,984

 
5,230,918

Deborah F. Kuenstner
 
72,476,009

 
1,073,525

 
5,230,918

Gloria C. Larson
 
73,301,843

 
247,691

 
5,230,918

Kimberly S. Stevenson
 
73,138,229

 
411,235

 
5,230,918

Luis Antonio Ubinas
 
73,198,568

 
350,966

 
5,230,918

Stephen M. Waters
 
72,095,227

 
1,454,307

 
5,230,918

Lizabeth H. Zlatkus
 
73,088,832

 
460,702

 
5,230,918


(2)
Approval of an advisory, non-binding resolution on the compensation of the Companys named executive officers:
For
 
Against
 
Abstain
 
Broker Non-Votes
70,374,358
 
2,996,463
 
178,711
 
5,230,920

(3)    Ratification of the selection of KPMG, LLP as the Company’s independent registered public accounting firm for fiscal 2019:
For
 
Against
 
Abstain
 
Broker Non-Votes
74,383,396
 
4,393,705
 
3,351
 
0






SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunder duly authorized.
    
 
BOSTON PRIVATE FINANCIAL HOLDINGS, INC.
 
 
 
 
By:
/S/ STEVEN M. GAVEN
 
Name:
Steven M. Gaven
 
Title:
Chief Financial Officer
Date April 22, 2019
 
 




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