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): October 26, 2023

 

KEARNY FINANCIAL CORP.

(Exact Name of Registrant as Specified in its Charter)

 

 

Maryland		001-37399		30-0870244
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

 

120 Passaic Avenue, Fairfield, New Jersey		07004
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (973) 244-4500

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:

 

☐	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(s)		Name of each exchange on which registered
Common Stock, $0.01 par value		KRNY		The NASDAQ Stock Market LLC

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 Securities Holders

The Annual Meeting of Stockholders of Kearny Financial Corp. (the “Company”) was held on October 26, 2023. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Proxy Statement. Of the 65,145,639 shares outstanding and entitled to vote, 56,771,866 shares were present at the meeting in person or by proxy. The final results of the stockholders’ vote are as follows:

 

1.

Election of directors:

For a Term of Three Years

 

		For		Withheld		Broker Non-Votes
Theodore J. Aanensen		45,349,105		4,742,896		6,679,865
Curtland E. Fields		48,562,088		1,529,913		6,679,865
Joseph P. Mazza		47,279,767		2,812,234		6,679,865
Charles J. Pivirotto		48,373,016		1,718,985		6,679,865
John F. Regan		46,611,679		3,480,322		6,679,865

For a Term of Two Years

 

		For		Withheld		Broker Non-Votes
Melvina Wong-Zaza		48,525,337		1,566,664		6,679,865

 

2.

The ratification of the appointment of Crowe LLP as the Company’s independent auditor for the fiscal year ending June 30, 2024:

 

Shares Voted For		Shares Voted Against		Abstentions		Broker Non-votes
56,062,416		396,227		313,223		—

3.

An advisory, non-binding resolution to approve the Company’s executive compensation as described in the Proxy Statement:

 

Shares Voted For		Shares Voted Against		Abstentions		Broker Non-votes
48,034,874		1,768,514		288,613		6,679,865

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.

 

						KEARNY FINANCIAL CORP.
DATE: October 27, 2023				By:		/s/ Craig L. Montanaro
						Craig L. Montanaro
						President and Chief Executive Officer