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): July 25, 2018
BROADWAY FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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000-27464 |
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95-4547287 |
(State of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
5055 Wilshire Boulevard, Suite 500, Los Angeles, California 90036
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (323) 634-1700
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:
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 Act of 1934 (§240.12b-2 of this chapter).
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
Item 5.07 Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders of Broadway Financial Corporation (the Company) was held on July 25, 2018. Only stockholders of record as of the close of business on May 30, 2018, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 18,662,402 shares of the Companys voting stock were outstanding and entitled to vote at the Annual Meeting. The tabulation of the stockholder votes on each proposal brought before the Annual Meeting is as follows:
(1) To elect two directors to serve until the Annual Meeting to be held in the year 2021 or until their successors are elected and have been qualified.
The stockholders re-elected Wayne Bradshaw and Erin Selleck to serve as directors for three-year terms. The number of votes cast with respect to each of these persons was as follows:
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For |
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Withheld |
Wayne Bradshaw |
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13,458,602 |
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11,314 |
Erin Selleck |
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13,337,531 |
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132,385 |
Broker non-votes with respect to this proposal were 2,309,937.
(2) To ratify the appointment of Moss Adams LLP as the Companys independent registered public accounting firm for the year ending December 31, 2018.
The stockholders ratified the appointment of Moss Adams LLP as the Companys independent registered public accounting firm for 2018, with 15,529,549 shares voting for, 45,663 shares voting against and 204,641 shares abstaining.
No broker non-votes were received with respect to this proposal.
(3) To approve the 2018 long term incentive plan.
The stockholders approved the Companys 2018 long term incentive plan, with 13,241,643 shares voting for, 59,741 shares voting against and 168,532 shares abstaining.
Broker non-votes with respect to this proposal were 2,309,937.
(4) To cast an advisory (non-binding) vote on the Companys executive compensation.
The stockholders approved the Companys executive compensation, with 13,261,268 shares voting for, 28,653 shares voting against and 179,995 shares abstaining.
Broker non-votes with respect to this proposal were 2,309,937.
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.
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BROADWAY FINANCIAL CORPORATION | ||
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Date: July 27, 2018 |
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By |
/s/ Brenda J. Battey |
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Brenda J. Battey |
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Chief Financial Officer |