Form 8-K - Current report

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):

May 21, 2024

Waterstone Financial, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-36271	90-1026709
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

11200 W Plank Ct, Wauwatosa, Wisconsin 53226

(Address of principal executive offices)

414-761-1000

Registrant’s telephone number, including area code:

Not Applicable

Former name or former address, if changed since last report

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, $0.01 Par Value		WSBF		The NASDAQ Stock Market, LLC

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:

☐	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 or Rule 12b-2 of the Securities and Exchange Act of 1934.

☐	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.

The Company held its 2024 Annual Meeting of Shareholders on May 21, 2024. The shareholders (i) elected two members of the Company's Board of Directors to serve until 2027; (ii) ratified the selection of FORVIS, LLP as Waterstone Financial, Inc.'s independent registered public accounting firm and (iii) approved, in an advisory vote, the compensation of the Company's named executive officers. There were 19,916,843 outstanding shares eligible to vote as of March 27, 2024, the record date for the 2024 Annual Meeting. The results of the matters submitted to a vote at the Annual Meeting of Shareholders were as follows:

Proposal 1: "Election of the below named nominees to the Board of Directors of Waterstone Financial, Inc."

The following votes were cast in the proposal regarding Director Nominees:

Director Nominees	For	Withheld
Douglas S. Gordon	12,629,507	1,573,647
Patrick S. Lawton	12,441,383	1,761,771

Proposal 2: "Ratification of the selection of FORVIS, LLP as the Company's auditors for the year ending December 31, 2024."

The following votes were cast:

For	Against	Abstain
16,534,750	225,683	35,187

Proposal 3: "An advisory, non-binding resolution to approve the executive compensation."

The following votes were cast:

For	Against	Abstain
12,988,051	1,082,811	132,312

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.

		Waterstone Financial, Inc.

Date: May 21, 2024		/s/ William F. Bruss
		Name: William F. Bruss
		Title: Chief Executive Officer

Document And Entity Information	May 21, 2024
Document Information [Line Items]
Entity, Registrant Name	Waterstone Financial, Inc.
Document, Type	8-K
Document, Period End Date	May 21, 2024
Entity, Incorporation, State or Country Code	MD
Entity, File Number	001-36271
Entity, Tax Identification Number	90-1026709
Entity, Address, Address Line One	11200 W Plank Ct
Entity, Address, City or Town	Wauwatosa
Entity, Address, State or Province	WI
Entity, Address, Postal Zip Code	53226
City Area Code	414
Local Phone Number	761-1000
Title of 12(b) Security	Common Stock
Trading Symbol	WSBF
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001569994