BCB BANCORP INC false 0001228454 0001228454 2023-04-27 2023-04-27

 

 

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 27, 2023

 

 

BCB BANCORP, INC.

(Exact name of Registrant as Specified in its Charter)

 

 

 

New Jersey   0-50275   26-0065262

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

104-110 Avenue C  
Bayonne, New Jersey   07002
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (201) 823-0700

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Common Stock, no par value   BCBP   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.

On April 27, 2023, BCB Bancorp, Inc. (the “Company”), the holding company for BCB Community Bank, held its 2023 Annual Meeting of Shareholders (the “Annual Meeting”) for which the Board of Directors solicited proxies to vote on the proposals described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 21, 2023. As of the record date for the Annual Meeting, holders of a total of 16,906,767 shares of the Company’s common stock were entitled to vote on the matters considered at the Annual Meeting.

The proposals voted on at the Annual Meeting by shareholders of the Company and the voting results were as follows:

Proposal I. Election of Directors.

The following directors were elected for a term ending in 2026:

 

Nominees

   For      Withheld      Broker Nonvotes  

Robert Ballance

     6,659,097        3,513,364        3,388,777  

Ryan Blake

     9,854,505        317,956        3,388,777  

James Rizzo

     8,213,570        1,958,891        3,388,777  

Proposal II. Ratification of the appointment of Wolf & Company, P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2023:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Nonvotes

13,356,225   178,335   26,678   0

Proposal III. Advisory, non-binding vote on the approval of executive compensation.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Nonvotes

6,212,532   3,841,731   118,198   3,388,777

Proposal IV. Approval of the BCB Bancorp, Inc. 2023 Equity Incentive Plan.

 

Votes For   Votes Against   Abstentions   Broker Nonvotes
8,388,386   1,672,608   111,467   3,388,777

 

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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.

 

      BCB BANCORP, INC.
DATE: May 2, 2023     By:  

/s/ Ryan Blake

      Ryan Blake
      Chief Operating Officer and Corporate Secretary
      (Duly Authorized Representative)

 

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