Current Report Filing (8-k)
November 23 2016 - 4:33PM
Edgar (US Regulatory)
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): November 22, 2016
OCEAN SHORE HOLDING CO.
(Exact name of registrant as specified in its charter)
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New Jersey
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0-53856
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80-0282446
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1001 Asbury Avenue, Ocean City, New Jersey 08226
(Address of principal executive offices) (Zip Code)
(609) 399-0012
(Registrants telephone number, including area code)
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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07
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Submission of Matters to a Vote of Security Holders
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A special meeting of the
stockholders of Ocean Shore Holding Co. (the Company) was held on November 22, 2016. The final results for each of the matters submitted to a vote of stockholders at the special meeting are as follows:
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1.
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The proposal to approve the Agreement and Plan of Merger, dated as of July 12, 2016, by and among OceanFirst Financial Corp., Masters Merger Sub Corp. and the Company, and the transactions contemplated therein, was
approved by the stockholders by the following vote:
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FOR
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AGAINST
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ABSTAIN
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BROKER
NON-VOTES
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5,349,587
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62,091
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26,913
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26,259
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2.
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The proposal to approve, on a non-binding advisory basis, the compensation that certain executive officers of the Company may receive in connection with the merger of the Company and OceanFirst Financial Corp. pursuant
to existing agreements or arrangements with the Company was approved by the stockholders by the following vote:
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FOR
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AGAINST
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ABSTAIN
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BROKER
NON-VOTES
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5,014,957
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395,199
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28,435
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26,259
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On November 23, 2016, the Company and OceanFirst Financial
Corp. issued a joint press release announcing that each companys stockholders had approved the merger of the Company with and into OceanFirst Financial Corp. A copy of the joint press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits.
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Exhibit No.
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Description of Exhibit
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99.1
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Joint Press Release dated November 23, 2016
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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.
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OCEAN SHORE HOLDING CO.
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(Registrant)
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Date: November 23, 2016
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By:
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/s/ Steven E. Brady
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Steven E. Brady
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President and Chief Executive Officer
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