UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
   
Washington, D.C.  20549
 
FORM 8-K/A
(Amendment No. 1)
 
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, 2011
 
   
ESB Financial Corporation
(Exact name of registrant as specified in its charter)
   
   
Pennsylvania
0-19345
25-1659846
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
Identification No.)
 
 
600 Lawrence Avenue, Ellwood City, Pennsylvania
16117
(Address of principal executive offices)
(Zip Code)
   
 
   
Registrant’s telephone number, including area code
(724) 758-5584
 
 
Not Applicable
(Former name, former address and former fiscal year, 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))
 
 
 
 

 
 
Explanatory Note
 
This Form 8-K/A is being filed as an amendment to the Current Report on Form 8-K filed on April 21, 2011 (the “Original Form 8-K”) by ESB Financial Corporation (the “Company”) solely for the purpose of disclosing the Company’s Board of Directors’ determination with respect to the frequency of shareholder advisory votes on executive compensation. This Form 8-K/A does not amend or modify the Original Form 8-K in any other respect.
 
 
Item    5.07         Submission of Matters to a Vote of Security Holders
 
(d)           At the Annual Meeting of Stockholders of the Company held on April 20, 2011, the Company’s stockholders recommended, on an advisory basis, that the Company’s future advisory votes on executive compensation should be held every three years.  Consistent with the shareholder recommendation, the Board of Directors of the Company determined that it will hold an advisory vote on executive compensation every three years.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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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 thereunto duly authorized.


 
ESB FINANCIAL CORPORATION
     
     
     
 
By:
/s/ Charlotte A. Zuschlag
   
Name:
Charlotte A. Zuschlag
   
Title:
President and Chief Executive Officer
       
Date:  January 19, 2012
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 

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