UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 26, 2016
REPUBLIC FIRST BANCORP, INC.
(Exact name of registrant as specified in its charter)
(Exact name of registrant as specified in its charter)
Pennsylvania | 000-17007 | 23-2486815 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
50 South 16th Street, Suite 2400, Philadelphia, PA 19102 (Address of principal executive offices) (Zip Code) | ||
Registrant's telephone number, including area code: (215)-735-4422
N/A
Former name or former address, if changed since last report
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)) |
Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 26, 2016, Republic First Bancorp, Inc. (the "Company") held its Annual Meeting of Shareholders for which the Board of Directors solicited proxies. At the Annual Meeting, the Company's shareholders voted on the following proposals stated in the Proxy Statement dated March 28, 2016.
The proposals voted on and approved by the Company's shareholders at the Annual Meeting were as follows:
Proposal 1 – Election of Directors
Each of the following two director nominees was elected as a Class III director to serve for a three-year term until the 2019 Annual Meeting of Shareholders and until his successor has been elected and qualified.
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||
| Theodore J. Flocco | 16,952,493 | 120,480 | 8,881,894 | |||
| Barry L. Spevak | 16,972,178 | 100,795 | 8,881,894 |
Proposal 2 – To Amend the Articles of Incorporation to Increase the Authorized Number of Shares of Common Stock
The shareholders approved the amendment to the articles of incorporation to increase the authorized number of shares of common stock from 50,000,000 to 100,000,000.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 23,403,400 | 2,433,607 | 117,860 | - |
Proposal 3 – To Adjourn the Annual Meeting, If Necessary
The chairman of the annual meeting determined that no action was needed on the proposal to adjourn as Proposal 2 was approved.
Proposal 4 – Ratification of Appointment of Independent Registered Public Accounting Firm
The shareholders ratified the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 25,019,939 | 851,909 | 83,019 | - |
Item 7.01 Regulation FD Disclosure
The Company is furnishing, as Exhibit 99.1 hereto and incorporated herein by reference, a presentation to be used by management from time to time, and the presentation shall not be deemed to be "filed" for any purpose.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
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.
REPUBLIC FIRST BANCORP, INC.
| Date: April 28, 2016 | By: | /s/ Frank A. Cavallaro | |
| Frank A. Cavallaro Executive Vice President and Chief Financial Officer |