8-K
Magyar Bancorp, Inc. (MGYR)
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): February
16, 2022
MAGYAR BANCORP, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 0-51726 | 20-4154978 |
|---|---|---|
| (State or Other Jurisdiction) | (Commission File No.) | (I.R.S. Employer |
| of Incorporation) | Identification No.) | |
| 400 Somerset Street, New Brunswick, New Jersey | 08901 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (732) 342-7600
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 (see General Instruction A.2. below):
| ☐ | 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)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange<br> on Which Registered |
|---|---|---|
| Common<br>Stock, par value $0.01 per share | MGYR | 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 Security Holders |
|---|
The 2022 Annual Meeting of Stockholders of Magyar Bancorp, Inc. (the “Company”) was held on February 16, 2022 (the “Annual Meeting”). The matters considered and voted on by the Company’s stockholders at the Annual Meeting and the vote of the stockholders were as follows:
Matter 1. The election John S. Fitzgerald, Thomas Lankey and Joseph A. Yelencsics, as directors of the Company, each to serve a three-year term and until his successor is elected and qualified.
| Nominee | SharesVoted For | SharesWithheld | BrokerNon-Votes |
|---|---|---|---|
| John<br>S. Fitzgerald | 3,679,415 | 124,013 | 1,127,216 |
| Thomas<br>Lankey | 3,625,410 | 178,018 | 1,127,216 |
| Joseph<br>A. Yelencsics | 3,640,351 | 163,077 | 1,127,216 |
Matter 2. The advisory, non-binding resolution to approve the compensation paid to the Company’s named executive officers.
| SharesVoted For | SharesVoted Against | Abstentions | Broker<br><br><br><br>non-votes |
|---|---|---|---|
| 3,467,850 | 237,417 | 98,161 | 1,127,216 |
Matter 3. The ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2022.
| SharesVoted For | SharesVoted Against | Abstentions | Broker<br><br><br><br>non-votes |
|---|---|---|---|
| 4,844,776 | 50,514 | 35,354 | — |
| Item 5.02 | Departure of Directors or Certain Officers; Election ofDirectors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
|---|
On February 16, 2022, director Martin A. Lukacs retired from the Board of Directors pursuant to a provision of the Company’s bylaws that requires retirement from the Board at the Annual Meeting immediately following the year in which the Director attains age seventy-five (75).
| Item 9.01 | Financial Statements and Exhibits |
|---|---|
| (a) | Not applicable. |
| --- | --- |
| (b) | Not applicable. |
| --- | --- |
| (c) | Not applicable |
| --- | --- |
| (d) | Not Applicable |
| --- | --- |
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.
| MAGYAR BANCORP, INC. | ||
|---|---|---|
| DATE: February 18, 2022 | By: | /s/ John S. Fitzgerald |
| John S. Fitzgerald | ||
| President and Chief Executive Officer |