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 20, 2014

 

Commission File No. 1-14588

 

NORTHEAST BANCORP

(Exact name of registrant as specified in its charter)

 

Maine

 

01-0425066

(State or other jurisdiction of incorporation)

 

(IRS Employer Identification Number)

 

500 Canal Street
Lewiston, Maine

 

04240

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (207) 786-3245

 

Former name or former address, if changed since last Report: N/A

 

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:

 

o               Written communications pursuant to Rule 425 under the Securities Act

 

o               Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

o               Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

o               Pre-commencement to communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 



 

Item 5.07.                                        Submission of Matters to a Vote of Security Holders.

 

On November 20, 2014, Northeast Bancorp (“Northeast”) held its 2014 annual meeting of shareholders.  At the annual meeting, the shareholders elected each of Robert R. Glauber, Adam J. Shapiro and Richard Wayne as a director for a term of three years and until their respective successors are duly elected and qualified. In addition, the shareholders (i) approved, on an advisory, non-binding basis, the named executive officer compensation and (ii) ratified the appointment of Ernst & Young LLP as Northeast’s independent registered public accounting firm for the fiscal year ending June 30, 2015 and (iii) approved, on an advisory, non-binding basis, the frequency of the shareholder vote to approve the compensation of the named executive officers.

 

The voting results of each of the proposals submitted to the 2014 annual meeting of shareholders are set forth below:

 

1. To elect the three nominees named in the proxy statement as Class I directors, each to serve for a three-year term and until their respective successors are duly elected and qualified:

 

 

 

FOR

 

WITHHOLD

 

BROKER NON-VOTES

 

Robert R. Glauber

 

6,024,460

 

685,162

 

1,913,396

 

Adam J. Shapiro

 

6,454,153

 

255,469

 

1,913,396

 

Richard Wayne

 

6,593,655

 

115,967

 

1,913,396

 

 

2. To approve the advisory, non-binding proposal to approve the compensation of Northeast’s named executive officers:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER NON-VOTES

 

6,121,931

 

395,953

 

191,738

 

1,913,396

 

 

3. To ratify the appointment of Ernst & Young LLP as Northeast’s independent registered public accounting firm for the fiscal year ending June 30, 2015:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER NON-VOTES

 

8,589,881

 

11,331

 

21,806

 

 

 

4. To approve, on an advisory, non-binding basis, the frequency of the shareholder vote to approve the compensation of the named executive officers:

 

1 YEAR

 

2 YEAR

 

3 YEAR

 

ABSTAIN

 

BROKER NON-VOTES

 

6,569,346

 

21,160

 

98,255

 

20,861

 

1,913,396

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunder duly authorized.

 

 

 

NORTHEAST BANCORP

 

 

 

 

 

 

By:

/s/ Claire S. Bean

 

Name:

Claire S. Bean

 

Title:

Chief Financial Officer

 

Date: November 20, 2014

 

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