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EX-10.1 - EXHIBIT 10.1 - STEWARDSHIP FINANCIAL CORP | ex10-1.htm |
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)
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May
17, 2010
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Stewardship
Financial Corporation
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(Exact
name of registrant as specified in its charter)
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New
Jersey
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0-21855
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22-3351447
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation)
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File
Number)
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Identification
No.)
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630
Godwin Avenue, Midland Park, NJ
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07432
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
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(201) 444-7100
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(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 (see
General Instruction A.2. below):
¨
|
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))
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Item
5.07. Submission of Matters to a Vote of Security
Holders.
Stewardship
Financial Corporation (the “Corporation”) held its Annual Meeting of
Shareholders (the “Annual Meeting”) on May 17, 2010. A total of
4,704,536 shares of the Corporation’s common stock entitled to vote were present
or represented by proxy at the Annual Meeting constituting a quorum for the
transaction of business. The Corporation’s shareholders considered
the proposals set forth in the Corporation’s Proxy Statement and took the
following actions with respect thereto:
Proposal
1: Election of Directors. The shareholders considered the
nominees for re-election named in the Corporation’s Proxy Statement and
re-elected each of Richard W. Culp, Harold Dyer, Michael Westra and Howard R.
Yeaton for three-year terms expiring in 2013. The following are the
results of the voting:
Name
|
For
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Withheld
|
Broker
Non-Votes
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|||||||||
Richard
W. Culp
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3,920,199 | 10,568 | 773,768 | |||||||||
Harold
Dyer
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3,216,647 | 714,120 | 773,768 | |||||||||
Michael
Westra
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3,919,587 | 11,180 | 773,768 | |||||||||
Howard
R. Yeaton
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3,920,199 | 10,568 | 773,768 |
Proposal
2: Non-Binding Advisory Proposal on the Compensation of Executive
Officers. The shareholders considered a non-binding advisory proposal
in the form of a resolution approving the overall executive compensation of the
Corporation’s executive officers as described in the Corporation’s Proxy
Statement and adopted such resolution. The following are the results
of the voting:
Number
of Votes
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||||
For
|
4,624,895 | |||
Against
|
70,292 | |||
Abstained
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9,347 |
Proposal
3: Approval of Incentive Plan. The shareholders considered
a proposal to approve a new incentive plan titled the Stewardship Financial
Corporation 2010 Stock Incentive Plan as described in and attached to the
Corporation’s Proxy Statement and approved such plan. The following
are the results of the voting:
Number
of Votes
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||||
For
|
3,835,456 | |||
Against
|
79,849 | |||
Abstained
|
15,462 | |||
Broker
Non-Votes
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773,768 |
Proposal
4: Ratification of Appointment of Independent Registered Public
Accounting Firm. The shareholders considered a proposal to ratify the
appointment of Crowe Horwath LLP as the Corporation’s independent registered
public accounting firm for the fiscal year ending December 31, 2010 and ratified
such appointment. The following are the results of the
voting:
Number
of Votes
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||||
For
|
4,685,020 | |||
Against
|
10,256 | |||
Abstained
|
9,259 |
Item
9.01. Financial Statements and Exhibits.
Exhibit
No.
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Description
|
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10.1
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Stewardship
Financial Corporation 2010 Stock Incentive
Plan
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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.
Stewardship
Financial Corporation
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Date:
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May
19, 2010
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/s/ Claire
M. Chadwick
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Claire M. Chadwick
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Senior Vice President and
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Chief Financial Officer
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INDEX
OF EXHIBITS
Exhibit
No.
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Description
|
|
10.1
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Stewardship
Financial Corporation 2010 Stock Incentive
Plan
|