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): August 16, 2018
| HERITAGE NOLA BANCORP, INC. | ||||
| (Exact Name of Registrant as Specified in its Charter) | ||||
| Maryland | 000-55817 | 82-0688069 | ||
|
(State or Other Jurisdiction of Incorporation) |
(Commission File No.) |
(I.R.S. Employer Identification No.) | ||
| 205 North Columbia Street, Covington, Louisiana | 70433 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (985) 892-4565
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 (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 x
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 August 16, 2018, Heritage NOLA Bancorp, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders. At the Annual Meeting, stockholders considered and voted on the following matters, with a breakdown of the votes cast set forth below.
| 1. | The election of directors. |
|
For |
Withheld |
Broker Non-Votes | |
|
W. Thomas Ballantine
|
792,302 | 119,407 | 575,449 |
| Salvatore A. Caruso, Jr. | 757,310 | 154,399 | 575,449 |
| 2. | The ratification of the appointment of Hannis T. Bourgeois, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018. |
|
For |
Against |
Abstain |
Broker Non-Votes |
| 1,458,980 | 28,178 | 0 | 0 |
| 3. | Consideration of the Heritage NOLA Bancorp, Inc. 2018 Equity Incentive Plan. |
|
For |
Against |
Abstain |
Broker Non-Votes |
| 679,217 | 222,292 | 10,200 | n/a |
| Item 9.01 | Financial Statements and Exhibits. |
| (a) | Financial statements of businesses acquired. Not Applicable. | |
| (b) | Pro forma financial information. Not Applicable. | |
| (c) | Shell company transactions: Not Applicable. | |
| (d) | Exhibits: Not applicable. |
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.
|
HERITAGE NOLA BANCORP, INC. |
|||
| DATE: August 21, 2018 | By: | /s/ W. David Crumhorn | |
| W. David Crumhorn | |||
| President and Chief Executive Officer |