Attached files
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): November 30, 2010
PROVIDENT
FINANCIAL HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
000-28304
|
33-0704889
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
3756
Central Avenue, Riverside, California
|
92506
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (951) 686-6060
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))
|
Item
5.07 Submission of Matters to a Vote of Security
Holders.
Provident
Financial Holdings, Inc. (“Corporation”), the holding company for Provident
Savings Bank, F.S.B., held its Annual Meeting of Shareholders on Tuesday,
November 30, 2010 in Riverside, California. The results of the vote
for the three items presented at the meeting were as follows:
1.
|
Election of
Directors:
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Shareholders
elected the following nominees to the Board of Directors for a three-year term
ending 2013 by the following vote:
For
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Against
|
Broker
Non-Votes
|
|||||||
Number
of
Votes
|
Percentage
|
Number
of
Votes
|
Percentage
|
Number
of
Votes
|
Percentage
|
||||
Joseph
P. Barr
|
6,717,836
|
89.9
|
758,182
|
10.1
|
2,440,861
|
N/A
|
|||
Bruce
W. Bennett
|
6,733,542
|
90.1
|
742,476
|
9.9
|
2,440,861
|
N/A
|
|||
Debbi
H. Guthrie
|
6,674,547
|
89.3
|
801,471
|
10.7
|
2,440,861
|
N/A
|
The
following directors, who were not up for re-election at the Annual Meeting of
Shareholders, will continue to serve as directors: Craig G. Blunden, Robert G.
Schrader, Roy H. Taylor and William E. Thomas.
2.
|
Ratification of
Appointment of Independent
Auditor:
|
Shareholders
ratified the appointment of Deloitte & Touche LLP as the Corporation’s
independent auditor for the fiscal year ending June 30, 2011 by the following
vote:
Number
of
Votes
|
Percentage
|
|
For
|
9,855,674
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99.4
|
Against
|
8,475
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0.1
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Abstain
|
52,730
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0.5
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3.
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Approval of 2010
Equity Incentive Plan:
|
Shareholders
approved the 2010 Equity Incentive Plan, which consists of 586,250 stock options
and 288,750 shares of restricted stock, by the following vote:
Number
of
Votes
|
Percentage
|
|
For
|
5,995,363
|
80.2
|
Against
|
1,449,839
|
19.4
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Abstain
|
30,815
|
0.4
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Broker
non-votes
|
2,440,862
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N/A
|
The Corporation posted its annual
meeting presentation on the Corporation’s website, www.myprovident.com,
under Presentations in the Investor Relations section. A copy of the
Annual Meeting Presentation is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Item
8.01 Other Events.
In
connection with the adoption by shareholders of the Corporation’s 2010 Equity
Incentive Plan, the Corporation is also filing the form of incentive stock
option agreement, the form of non-qualified stock option agreement and the form
of restricted stock agreement.
Item
9.01 Financial Statements and Exhibits.
(d)Exhibits
The
following exhibit is being filed herewith and this list shall constitute the
exhibit index:
10.1
|
Form
of Incentive Stock Option Agreement for incentive stock options granted
under the 2010 Equity Incentive
Plan
|
10.2
|
Form
of Non-Qualified Stock Option Agreement for non-qualified stock options
granted under the 2010 Equity Incentive
Plan
|
10.3
|
Form
of Restricted Stock Agreement for restricted stock awarded under the 2010
Equity Incentive Plan
|
99.1
|
Annual
Meeting Presentation of Provident Financial Holdings,
Inc.
|
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.
Date: December 2, 2010 | PROVIDENT FINANCIAL HOLDINGS, INC. |
/s/ Donavon P. Ternes | |
Donavon P. Ternes | |
Chief Financial Officer |