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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1
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 25, 2011
Northfield Bancorp, Inc.
(Exact name of registrant as specified in its charter)
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| United States
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1-33732
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42-572539 |
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| (State or other jurisdiction
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(Commission File No.)
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(I.R.S. Employer |
| of incorporation)
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Identification No.) |
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| 1410 St. Georges Avenue, Avenel, New Jersey
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07001 |
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| (Address of principal executive offices)
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(Zip code) |
Registrant’s telephone number, including area code: (732) 499-7200
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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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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)) |
TABLE OF CONTENTS
Explanatory Note
This Form 8-K/A is being filed as an Amendment (“Amendment No. 1) to the Current Report on Form 8-K
filed by Northfield Bancorp. Inc. (the “Company”) with the U.S. Securities and Exchange Commission
on May 26, 2011. The purpose of this Amendment No. 1 is to disclose the Company’s decision as to
how frequently it will conduct future stockholder advisory votes regarding compensation awarded to
its named executive officers.
Item 5.07 Submission of Matters to a Vote of Security Holders
On May 25, 2011, at the Company’s 2011 Annual Meeting of Stockholders, the stockholders cast their
votes with respect to the advisory vote on the frequency of future stockholder votes to approve, on
an advisory basis, the compensation paid to the Company’s named executive officers.
After considering the stockholder voting on this matter, in which the choice receiving the highest
number of votes was “three years”, the Company’s Board of Directors has determined that it will
hold future stockholder advisory votes on executive compensation every three years, in accordance
with the vote of its stockholders, until the next required vote of the Company’s stockholders on
the frequency of stockholder advisory votes on executive compensation.
Item 9.01. Financial Statements and Exhibits.
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(a) |
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Not Applicable. |
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(b) |
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Not Applicable. |
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(c) |
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Not Applicable. |
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(d) |
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Not Applicable |
Exhibit No. Exhibit
None
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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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NORTHFIELD BANCORP, INC.
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| DATE: September 30, 2011 |
By: |
/s/ Steven M. Klein
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Steven M. Klein |
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Chief Operating Officer
and Chief Financial Officer |
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