UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 23, 2018

Howard Bancorp, Inc.
(Exact name of registrant as specified in charter)

Maryland

001-35489

20-3735949

(State or other jurisdiction

of incorporation)

(Commission File
Number)

(IRS Employer

Identification No.)

3301 Boston Street, Baltimore, Maryland

21224

(Address of principal executive offices)

(Zip Code)


Registrant’s telephone number, including area code (410) 750-0020


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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


 
Section 5 – Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders.
 
At Howard Bancorp, Inc.'s (the "Company") annual meeting of stockholders held on May 23, 2018, the Company's stockholders voted on the following matters:
 
1.
 
To elect five Class I directors to serve for a three-year term expiring at the Annual Meeting of Stockholders in 2021, and until their successors are elected and qualify; to elect two Class II director to serve for the remainder of a three-year term expiring at the Annual Meeting of Stockholders in 2019 and until their successors are elected and qualify, and to elect two Class III director to serve for the remainder of a three-year term expiring at the Annual Meeting of Stockholders in 2020 and until their successors are elected and qualify.
 
 
 
 
 
Votes
Votes
Broker
 
 
 
 
  For
Withheld
Non-Votes
 
 
 
Class I
 
 
 
 
 
 
Howard Feinglass
10,784,208
      20,588
5,654,352
 
 
 
John J. Keenan
10,766,273
      38,523
5,654,352
 
 
 
Robert D. Kunisch, Jr.
10,644,761
    160,035
5,654,352
 
 
 
Kenneth C. Lundeen
10,785,055
      19,741
5,654,352
 
 
 
Thomas P. O'Neill
  8,635,314
2,169,482
5,654,352
 
 
 
 
 
 
 
 
 
 
Class II
 
 
 
 
 
 
W. Gary Dorsch
10,786,621
      18,175
5,654,352
 
 
 
Michael B. High
10,767,412
     37,384
5,654,352
 
 
 
 
 
 
 
 
 
 
Class III
 
 
 
 
 
 
James T. Dresher, Jr.
10,786,621
      18,175
5,654,352
 
   
Jack E. Steil 
 10,644,661 
    160,135  5,654,352  

 
2.
 
To approve a non-binding advisory proposal to approve the compensation of the Company's named executive officers.
 
 
 
 
Votes For
 9,843,176
 
 
 
 
 
Votes Against
    936,959
 
 
 
 
 
Abstain
      24,661
 
 
 
 
 
Broker Non-Votes
 5,654,352
 
 
 
 

 
3.
 
To ratify the appointment of Dixon Hughes Goodman LLP as the independent registered public accounting firm to audit the Company's financial statements for 2018.
 
 
 
 
Votes For
16,391,978
 
 
 
 
 
Votes Against
       58,768
 
 
 
 
 
Abstain
         8,402
 
 
 
 

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.

   

HOWARD BANCORP, INC.

   

By: /s/ George C. Coffman

Name: George C. Coffman

Date: May 24, 2018

Title: Executive Vice President and Chief

          Financial Officer