UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

LOGO

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 31, 2018

 

 

MARLIN BUSINESS SERVICES CORP.

(Exact name of registrant as specified in its charter)

 

 

 

Pennsylvania   000-50448   38-3686388

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

300 Fellowship Road, Mount Laurel, NJ   08054
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code    (888) 479-9111

(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 (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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.  ☐

 

 

 


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

On May 31, 2018, the Registrant held its Annual Meeting of Shareholders (the “Meeting”). At the Meeting, the shareholders elected six Directors to serve until the 2019 Annual Meeting of Shareholders and until their successors are elected and qualified. The vote on each Director is set forth below:

 

Name

   For      Withheld  

John J. Calamari

     10,119,723 shares        260,651 shares  

Lawrence J. DeAngelo

     9,848,632 shares        531,742 shares  

Scott Heimes

     10,138,812 shares        241,562 shares  

Jeffrey A. Hilzinger

     10,131,606 shares        248,763 shares  

Matthew J. Sullivan

     10,129,157 shares        251,217 shares  

J. Christopher Teets

     9,784,788 shares        595,586 shares  

James W. Wert

     10,116,723 shares        263,651 shares  

There were 1,079,804 broker non-votes.

The shareholders also approved, on an advisory basis, the compensation paid to the Registrant’s named executives as described in the Registrant’s Proxy Statement for the 2018 Annual Meeting of Shareholders.

Such proposal was approved by a vote of 10,257,673 for, 121,393 against and 1,308 abstained. There were 1,079,804 broker non-votes.

The shareholders also ratified the appointment and retention of Deloitte & Touche LLP as the Registrant’s independent auditor.

Such ratification was approved by a vote of 11,423,068 for, 29,218 against and 5,892 abstained. There were no broker non-votes.


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.

 

    MARLIN BUSINESS SERVICES CORP.
    (Registrant)
Date: June 4, 2018    

/s/ Edward R. Dietz

    Edward R. Dietz
    Senior Vice President, General Counsel and Secretary