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 14, 2011
MADISON BANCORP, INC.
(Exact name of registrant as specified in its charter)
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Maryland
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0-54081
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27-2585073
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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8615 Ridgely’s Choice Drive, Suite 111, Baltimore, Maryland 21236
(Address of principal executive offices, including zip code)
(410) 529-7400
(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:
[ ] 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On November 14, 2011, the stockholders of Madison Bancorp, Inc. (the “Company”) approved the Madison Bancorp, Inc. 2011 Equity Incentive Plan (the “Plan”). Employees, officers and directors of the Company or its affiliates are eligible to participate in the Plan. The terms of the Plan were previously disclosed in, and a copy of the Plan was contained as an appendix to, the Company’s definitive proxy materials for the Annual Meeting of Stockholders filed with the Securities and Exchange Commission on October 11, 2011.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders of the Company was held on November 14, 2011. The final results for each of the matters submitted to a vote of stockholders at the annual meeting are as follows:
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1.
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The following individuals were elected as directors of the Company, to serve for three-year terms or until their successors are elected and qualified, by the following vote:
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FOR
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WITHHELD
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BROKER NON-VOTES
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||||
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Frederick L. Berk
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316,795
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25,740
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184,394
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|||
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Michael P. Gavin
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316,795
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25,740
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184,394
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|||
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Brian D. Brunner
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316,795
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25,740
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184,394
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The following individual was elected as a director of the Company, to serve for a two-year term or until her successor is elected and qualified, by the following vote:
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FOR
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WITHHELD
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BROKER NON-VOTES
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||||
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Jaynee S. Agnone
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316,795
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25,740
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184,394
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2.
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The Madison Bancorp, Inc. 2011 Equity Incentive Plan was duly approved by stockholders by the following vote:
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FOR
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AGAINST
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ABSTAIN
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BROKER
NON-VOTES
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|||
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312,468
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27,327
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2,740
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184,394
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3.
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The appointment of Rowles & Company, LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2012 was ratified by the stockholders by the following vote:
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FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTES
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|||
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523,193
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-0-
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3,736
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-0-
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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.
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MADISON BANCORP, INC.
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Date: November 16, 2011
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By:
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/s/ Michael P. Gavin | |
| Michael P. Gavin | |||
| President and Chief Executive Officer | |||