Current Report Filing (8-k)
September 14 2018 - 4:48PM
Edgar (US Regulatory)
UNITED STATES
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):
September 13, 2018
CARVER
BANCORP, INC.
(Exact Name of Registrant as Specified in
its Charter)
Delaware
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001-13007
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13-3904174
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(State or Other Jurisdiction
of Incorporation)
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(Commission File No.)
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(I.R.S.
Employer
Identification
No.)
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75 West 125th Street, New York, NY
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10027-4512
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number,
including area code:
(212) 360-8820
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)
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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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¨
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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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¨
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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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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.
¨
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Item 5.07
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Submission of Matters to a Vote of Security Holders
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On September 13, 2018,
Carver Bancorp, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At
the Annual Meeting, stockholders considered the election of directors, the ratification of the independent registered public accountants,
and an advisory vote to approve the compensation paid to the Company’s named executive officers. The vote of the stockholders
was as follows:
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Proposal 1.
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The election as directors of the nominees listed below
each to serve for a three-year term.
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Nominee
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For
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Withheld
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Broker Non-Votes
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Robert R. Tarter
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2,705,448
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12,418
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176,387
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Kenneth J. Knuckles
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2,705,823
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12,043
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176,387
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Michael T. Pugh
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2,705,474
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12,392
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176,387
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Robert W. Mooney
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2,705,668
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12,198
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176,387
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Proposal 2.
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To ratify the appointment of BDO USA, LLP as independent
auditors for Carver Bancorp, Inc. for the fiscal year ending March 31, 2019.
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For
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Against
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Abstain
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2,887,861
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5,586
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806
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Proposal 3.
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Advisory (non-binding) approval of the compensation of
our named executive officers as described in the proxy statement.
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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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2,695,644
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7,706
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14,516
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176,387
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On September 13, 2018,
the Company made a presentation at its Annual Meeting. A copy of the presentation as presented at the Annual Meeting is filed as
Exhibit 99.1 to this report.
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Item 9.01
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Financial Statements and Exhibits.
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(a)
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Financial statements of businesses acquired. Not Applicable.
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(b)
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Pro forma financial information. Not Applicable.
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(c)
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Shell company transactions: Not Applicable.
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(d)
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Exhibits.
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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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CARVER BANCORP, INC.
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DATE: September 14, 2018
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By:
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/s/ Michael T. Pugh
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Michael T. Pugh
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President and Chief Executive Officer
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