UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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FORM 8-K |
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CURRENT REPORT |
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported) | February 24, 2023 (February 23, 2023) |
Malvern Bancorp, Inc. |
(Exact name of registrant as specified in its charter) |
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Pennsylvania | 000-54385 | 45-5307782 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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42 E. Lancaster Avenue, Paoli, Pennsylvania | 19301 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code | (610) 644-9400 |
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): |
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☐ 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)) | |
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered |
Common Stock | MLVF | NASDAQ |
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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
| (a) | The Annual Meeting of Shareholders (the “Annual Meeting”) of Malvern Bancorp, Inc. (the “Company”) was held on February 23, 2023. |
| (b) | There were 7,633,828 shares of common stock of the Company eligible to be voted at the Annual Meeting and 6,392,559 shares were represented in person or by proxy at the Annual Meeting, which constituted a quorum to conduct business at the Annual Meeting. |
The proposals voted upon at the Annual Meeting, all of which were approved, and the final voting results for each proposal, were as follows:
| 1. | Election of directors for a one-year term expiring in 2024: |
NOMINEES | | FOR | | | WITHHOLD | | | BROKER NON-VOTE | |
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Howard Kent | | | 3,767,154 | | | | 1,225,442 | | | | 1,399,963 | |
Julia D. Corelli | | | 4,302,883 | | | | 689,713 | | | | 1,399,963 | |
Norman Feinstein | | | 4,448,806 | | | | 543,790 | | | | 1,399,963 | |
Andrew Fish | | | 4,866,674 | | | | 125,922 | | | | 1,399,963 | |
Cynthia F. Leitzell | | | 4,457,283 | | | | 535,313 | | | | 1,399,963 | |
Stephen P. Scartozzi | | | 4,866,383 | | | | 126,213 | | | | 1,399,963 | |
Anthony C. Weagley | | | 4,931,667 | | | | 60,929 | | | | 1,399,963 | |
| 2. | To adopt a non-binding resolution to approve the compensation of the Company’s named executive officers: |
FOR | | | AGAINST | | | ABSTAIN | | | BROKER NON-VOTE | |
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3,301,278 | | | | 1,644,206 | | | | 47,112 | | | | 1,399,963 | |
| 3. | To ratify the appointment of Wolf & Company, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023. |
FOR | | | AGAINST | | | ABSTAIN | |
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6,316,216 | | | | 50,594 | | | | 25,749 | |
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 thereunto duly authorized.
Dated: February 24, 2023 | By: | /s/ Joseph D. Gangemi |
| | Joseph D. Gangemi |
| | Executive Vice President and Chief Financial Officer |