Toggle SGML Header (+)


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 21, 2019
 
398073317_flagstarbancorpa09.jpg 
(Exact Name of Registrant as Specified in Charter)

Michigan
 
1-16577
 
38-3150651
(State or Other Jurisdiction
of Incorporation
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
5151 Corporate Drive, Troy, Michigan
 
48098
(Address of Principal Executive Offices)
 
(Zip Code)
(248) 312-2000
(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 (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).
Emerging growth company o

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

Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class
 
Trading symbol
 
Name of each exchange on which registered
Common stock
 
FBC
 
New York Stock Exchange





Item 5.07
Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders of Flagstar Bancorp, Inc. (the "Company") was held on May 21, 2019 (the "Annual Meeting"). A total of 54,749,376 shares of common stock were represented in person or by proxy, for 96.99 percent of the 56,447,208 shares of common stock outstanding on March 22, 2019, the record date. The final voting results of the four proposals presented to the Company’s shareholders at the Annual Meeting were as follows:

(i)
the election of the nine director nominees:
Name
 
For
 
Against
 
Abstain
 
Broker Non-Vote
Alessandro P. DiNello
 
52,614,541
 
421,915
 
31,090
 
1,681,830
Jay J. Hansen
 
52,658,963
 
376,090
 
32,493
 
1,681,830
John D. Lewis
 
45,004,877
 
8,028,443
 
34,226
 
1,681,830
David J. Matlin
 
33,690,169
 
19,342,920
 
34,457
 
1,681,830
Bruce E. Nyberg
 
51,334,574
 
1,698,547
 
34,425
 
1,681,830
James A. Ovenden
 
48,155,978
 
4,876,919
 
34,649
 
1,681,830
Peter Schoels
 
34,366,293
 
18,668,110
 
33,143
 
1,681,830
David L. Treadwell
 
49,596,779
 
3,437,574
 
33,193
 
1,681,830
Jennifer R. Whip
 
52,932,066
 
126,485
 
8,995
 
1,681,830

(ii)
to ratify the appointment of PricewaterhouseCoopers, LLP as the Company’s independent registered public accountants for the year ending December 31, 2019.
For
 
Against
 
Abstain
 
Broker Non-Vote
54,690,592
 
23,562
 
35,222
 

(iii)
to adopt an advisory (non-binding) resolution to approve named executive officer compensation.
For
 
Against
 
Abstain
 
Broker Non-Vote
30,706,902
 
22,279,186
 
81,458
 
1,681,830

(iv)
to hold an advisory (non-binding) vote on the frequency of future advisory votes on named executive officer compensation.
Every Year
 
Every 2 Years
 
Every 3 Years
 
Abstain
48,336,518
 
6,582
 
4,644,748
 
79,698














 SIGNATURE
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.

 
 
 
 
 
 
 
 
 
 
 
FLAGSTAR BANCORP, INC.
 
 
 
 
Dated: May 24, 2019
 
 
 
By:
 
/s/    James K. Ciroli
 
 
 
 
 
 
James K. Ciroli
 
 
 
 
 
 
Executive Vice President and Chief Financial Officer


(Back To Top)