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TBNK Territorial Bancorp

Filed: 15 Jun 20, 12:20pm

 

 

 

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):June 11, 2020

 

TERRITORIAL BANCORP INC.

(Exact Name of Registrant as Specified in its Charter)

 

Maryland 1-34403 26-4674701

(State or Other Jurisdiction)

Incorporation)

 (Commission File No.) 

(I.R.S. Employer of

Identification No.)

 

1132 Bishop Street, Suite 2200, Honolulu, Hawaii 96813
     (Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code:(808) 946-1400

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K 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, par value $0.01 per share TBNK 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 (§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 5.07Submission of Matters to a Vote of Securities Holders

 

The Company’s Annual Meeting of Stockholders was held on June 11, 2020. The matters considered and voted on by the Company’s stockholders at the Annual Meeting were as follows:

 

Proposal 1: The election of two directors each to serve for a three-year term.

 

NomineeShares Voted ForShares WithheldBroker Non-Votes
    
Howard Y. Ikeda6,355,951398,7121,258,321
David S. Murakami6,641,180113,4831,258,321
    

Proposal 2: The ratification of appointment of Moss Adams LLP as the Company’s Independent Registered Public Accounting Firm for the year ending December 31, 2020.

 

Shares Voted ForShares Voted AgainstAbstentionsBroker Non-Votes
    
7,888,81371,45752,7140

 

Proposal 3: The approval of an advisory (non-binding) resolution to approve the Company’s executive compensation as described in the proxy statement.

 

Shares Voted ForShares Voted AgainstAbstentionsBroker Non-Votes
    
5,884,648839,74630,2691,258,321

 

 

 

 

Item 8.01 Other Events

 

On June 11, 2020, the Company issued a press release announcing the results of the Annual Meeting. A copy of the press release is filed as Exhibit 99 to this Current Report.

 

Item 9.01 Financial Statements and Exhibits

 

(d)       Exhibits

 

 99Press release dated June 11, 2020

 

 

 

 

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.

 

 Territorial Bancorp Inc.
  
   
DATE: June 15, 2020By:/s/ Vernon Hirata
  Vernon Hirata
  Vice Chairman, Co-Chief Operating Officer and Secretary