0001104659-17-025477.txt : 20170424 0001104659-17-025477.hdr.sgml : 20170424 20170424164721 ACCESSION NUMBER: 0001104659-17-025477 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170420 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20170424 DATE AS OF CHANGE: 20170424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Beneficial Bancorp Inc. CENTRAL INDEX KEY: 0001615418 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 471569198 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36806 FILM NUMBER: 17778699 BUSINESS ADDRESS: STREET 1: 1818 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 215-864-6000 MAIL ADDRESS: STREET 1: 1818 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19103 8-K 1 a17-11754_18k.htm 8-K

 

 

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 20, 2017

 

BENEFICIAL BANCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland

 

001-36806

 

47-1569198

(State or other jurisdiction of

 

(Commission

 

(IRS Employer

incorporation or organization)

 

File Number)

 

Identification No.)

 

Beneficial Bank Place, 1818 Market Street, Philadelphia, Pennsylvania 19103

(Address of principal executive offices) (Zip Code)

 

(215) 864-6000

(Registrant’s telephone number, including area code)

 

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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (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

 

 

 



 

Item 5.07                                           Submission of Matters to a Vote of Security Holders.

 

The annual meeting of the stockholders of Beneficial Bancorp, Inc. (the “Company”) was held on April 20, 2017.  The final results for each of the matters submitted to a vote of stockholders at the annual meeting are as follows:

 

1.                                      The following individuals were elected as directors, each for three year terms, by the following vote:

 

 

 

FOR

 

WITHHELD

 

Gerard P. Cuddy

 

59,539,264

 

1,804,373

 

Frank A. Farnesi

 

59,502,110

 

1,841,527

 

Thomas J. Lewis

 

59,432,512

 

1,911,125

 

 

There were 10,031,022 broker non-votes on the proposal.

 

2.                                      The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017 was ratified by the stockholders by the following vote:

 

FOR

 

AGAINST

 

ABSTAIN

 

70,896,393

 

257,544

 

220,722

 

 

There were no broker non-votes on the proposal.

 

3.                                      An advisory vote was taken on the compensation of the Company’s named executive officers as disclosed in the proxy statement and the vote was as follows:

 

FOR

 

AGAINST

 

ABSTAIN

 

58,289,321

 

2,716,503

 

337,813

 

 

There were 10,031,022 broker non-votes on the proposal.

 

4.                                      An advisory vote was taken on the frequency of the advisory vote on the compensation of the Company’s named executive officers and the vote was as follows:

 

ONE YEAR

 

TWO YEARS

 

THREE YEARS

 

ABSTAIN

 

51,762,411

 

121,761

 

9,076,233

 

383,232

 

 

There were 10,031,022 broker non-votes on the proposal.

 

The Company has considered the outcome of this advisory vote and has determined that the Company will hold future say-on-pay votes on an annual basis until the occurrence of the next advisory vote on the frequency of say-on-pay votes.  The next advisory vote regarding the frequency of say-on-pay votes is required to occur no later than the Company’s 2023 annual meeting of stockholders.

 

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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 thereunto duly authorized.

 

 

 

 

BENEFICIAL BANCORP, INC.

 

 

 

 

 

 

Date: April 24, 2017

By:

/s/ Thomas D. Cestare

 

 

Thomas D. Cestare

 

 

Executive Vice President and

 

 

Chief Financial Officer

 

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