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): April 12, 2011
SUFFOLK BANCORP
(Exact name of registrant as specified in its charter)
| | | | |
| New York | | 000-13580 | | 11-2708279 |
(State or other jurisdiction of
incorporation or organization) | | (Commission File Number) | | (IRS Employer Identification No.) |
| |
| 4 West Second Street, Riverhead, New York | | 11901 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (631) 727-5667
N/A
(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)) |
Item 5.07 Submission of Matters to a Vote of Security Holders
The annual meeting of the shareholders was held at 1:00 PM on April 12, 2011, at the Administrative Center of the Suffolk County National Bank in Riverhead, New York. Three directors were elected for a term of three years. The Company’s stockholders also voted in favor of the advisory proposal on executive compensation; and voted in favor of annual advisory votes on executive compensation in the future. Finally, the selection of Grant Thornton, L.L.P. as independent auditors for the fiscal year ending December 31, 2011 was ratified.
The following table details the vote:
| | | | | | | | | | | | | | | | | | | | |
| | | Shares Voted | |
Nominees for Director for a term of 3 years | | For | | | Withheld | | | | | | | | | | |
Joseph A. Gaviola | | | 5,664,711.022 | | | | 603,919.950 | | | | | | | | | | | | | |
J. Gordon Huszagh | | | 5,596,547.022 | | | | 672,083.950 | | | | | | | | | | | | | |
John D. Stark Jr. | | | 5,728,363.062 | | | | 540,267.910 | | | | | | | | | | | | | |
| | | | | |
| | | For | | | Against | | | | | | Abstain | | | Broker Non-Vote | |
Approval of advisory resolution on executive compensation | | | 5,358,817.030 | | | | 629,638.169 | | | | | | | | 280,175.773 | | | | 1,979,006.000 | |
| | | | | |
| | | 1 Year | | | 2 Years | | | 3 Years | | | Abstain | | | Broker Non-Vote | |
Advisory vote on the the frequency of future advisory votes on executive compensation | | | 4,855,999.014 | | | | 155,944.849 | | | | 946,548.069 | | | | 306,289.040 | | | | 1,982,856.000 | |
| | | | | |
Ratification of Independent Auditors | | For | | | Against | | | | | | Abstain | | | | |
Grant Thornton, L.L.P. | | | 7,708,877.519 | | | | 310,493.719 | | | | | | | | 148,774.734 | | | | | |
| | | | | |
| | | Outstanding | | | Summary
# Voted | | | % Voted | | | | | | | |
At Date of Record | | | 9,712,070.000 | | | | 8,168,145.972 | | | | 84.10 | % | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
A copy of this report will be posted on the Company’s web site,www.suffolkbancorp.com.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | | | SUFFOLK BANCORP |
| | | |
Dated April 15, 2011 | | | | By: | | /s/ Douglas Ian Shaw |
| | | | Senior Vice President & Corporate Secretary |
