BLUE HILLS BANCORP, INC. (NASDAQ:BHBK) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On January 16, 2019, Blue Hills Bancorp, Inc. (the “Company”) held a Special Meeting of Stockholders (the “Meeting”) in Norwood, MA. Of the 26,859,344 shares of the Company’s common stock outstanding at the close of business on December 4, 2018, the record date for the Meeting, 19,339,732 shares were present or represented by proxy at the Meeting, constituting a quorum to conduct business.
The voting results from the Meeting as to the proposal presented to stockholders were as follows:
PROPOSAL 1: the approval of the Agreement and Plan of Merger (the “Merger Agreement”), dated as of September 20, 2018, by and between the Company and Independent Bank Corp. (“Independent”) and the transactions contemplated thereby, including the merger of the Company with and into Independent:
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Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes |
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Common Stock |
19,116,240 |
156,659 |
66,833 |
The Merger Agreement was approved by the stockholders. In connection with the Meeting, the Company also solicited proxies with respect to a proposal to adjourn the Meeting, if necessary or appropriate, in the event there were not sufficient votes in favor of the Merger Agreement at the time of the Meeting. The adjournment proposal was not submitted to the shareholders of the Company for approval at the Meeting because Company shareholders approved the Merger Agreement.
Item 8.01. OTHER EVENTS
On January 16, 2019, the Company issued a press release announcing the results of the shareholder vote at the Meeting. The merger remains subject to the approval of Independent’s stockholders at a special meeting of stockholders to be held on January 25, 2019, and is subject to other customary closing conditions. The merger is expected to close later in the first quarter of 2019 or early in the second quarter of 2019. A copy of the press release, which is attached to this Form 8-K as Exhibit 99.1, is incorporated herein by reference.
Item 9.01.FINANCIAL STATEMENTS AND EXHIBITS
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Exhibit |
Description |
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Press Release dated January 16, 2019
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Blue Hills Bancorp, Inc. Exhibit
EX-99.1 2 pressreleasestockholderapp.htm EXHIBIT 99.1 PRESS RELEASE STOCKHOLDER APPROVAL Exhibit EXHIBIT 99.1 Blue Hills Bancorp,…
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About BLUE HILLS BANCORP, INC. (NASDAQ:BHBK)
Blue Hills Bancorp, Inc. (Blue Hills Bancorp) is a bank holding company for the Blue Hills Bank (the Bank). Blue Hills Bank is a Massachusetts-chartered savings bank. The Bank provides financial services to individuals, families, small to mid-size businesses and government and non-profit organizations online and through its approximately 11 full-service branch offices located in Brookline, Dedham, Hyde Park, Milton, Nantucket, Norwood, West Roxbury, and Westwood, Massachusetts. It also operates loan production offices in Boston, Cambridge and Plymouth Massachusetts. Its primary deposit-taking market includes Norfolk, Suffolk and Nantucket Counties in Massachusetts, and its lending market is primarily based in eastern Massachusetts. Its primary deposit products are checking, savings, and term certificate accounts and its primary lending products are residential mortgage loans, home equity loans, commercial real estate loans, commercial business loans and consumer loans.