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): May 22, 2013

WELLESLEY BANCORP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Maryland

001-35352

45-3219901

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(IRS Employer

Identification No.)

40 Central Street, Wellesley, Massachusetts, 02482
(Address of principal executive offices) (Zip Code)


(781) 235-2550
(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 5.07

Submission of Matters to a Vote of Security Holders.

The annual meeting of the shareholders of the Company was held on May 22, 2013.  The final results for each of the matters submitted to a vote of shareholders at the annual meeting are as follows:

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

 

FOR

WITHHELD

BROKER
NON-VOTES

Theodore F. Parker

1,654,438

68,249

586,443

Leslie B. Shea

1,654,906

67,781

586,443

Robert L. Skolnick

1,655,209

67,478

586,443

2. The appointment of Wolf & Company, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013 was ratified by the stockholders by the following vote:

FOR

AGAINST

ABSTAIN

2,308,242 752 135
  There were no broker non-votes on the proposal.
3. The shareholders voted in favor of the non-binding resolution to approve the compensation of the named executive officers by the following vote:

FOR

AGAINST

ABSTAIN

BROKER

NON-VOTES

1,515,661 968,490 58,117 586,443
4. The shareholders voted, on an advisory basis, in favor of holding a shareholder advisory vote on the compensation of the named executive officers every two years as set forth below:

ONE YEAR

TWO YEARS

THREE YEARS

ABSTAIN

BROKER
NON-VOTES

667,220 968,490 35,693 46,596 586,443
  The board of directors determined that an advisory vote on the approval of the compensation of the named executive officers will be included every two years in the Company’s proxy materials.


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.

WELLESLEY BANCORP, INC.

 

 

 
Date: May 28, 2013 By:

/s/ Thomas J. Fontaine

Thomas J. Fontaine

President and Chief Executive Officer