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): September 19, 2012
Astoria Financial Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 001-11967 | 11-3170868 |
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.) |
ONE ASTORIA FEDERAL PLAZA, LAKE SUCCESS, NEW YORK 11042-1085
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code:(516) 327-3000
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(b) under the Exchange Act (17 CFR 240.14a-12(b))
¨ 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 5.02(d). Election of Directors
At meetings of the Boards of Directors of Astoria Financial Corporation (the “Company”) and its wholly owned subsidiary, Astoria Federal Savings and Loan Association (the “Association”) held on September 19, 2012, the Boards of Directors of the Company and the Association each elected Mr. John J. Corrado to fill the vacant director seat created by the retirement of Thomas V. Powderly on August 15, 2012. In each case, Mr. Corrado was elected, effective October 17, 2012, to the class of directors who will serve until the respective annual meeting of shareholders of the Company and the Association held in 2013, and, in any case, until their successors are duly elected and qualified.
Mr. Corrado was not appointed to serve on any committees of the Board of Directors of the Company or the Association at this time.
A press release announcing Mr. Corrado’s election to the Board of Directors of the Company and the Association and describing Mr. Corrado’s background is attached as Exhibit 99.1 and is incorporated by reference herein.
Mr. Corrado does not have any direct or indirect interest in any transactions which would require disclosure by the Company pursuant to Securities and Exchange Commission Regulation S-K Item 404(a).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following Exhibit is filed as part of this report:
Exhibit 99.1 Press release dated September 19, 2012.
SIGNATURE
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.
| | ASTORIA FINANCIAL CORPORATION |
| | |
| | By: | /s/ Alan P. Eggleston |
| | | Alan P. Eggleston
Senior Executive Vice President,
Secretary and Chief Risk Officer |
Dated: September 19, 2012
| EXHIBIT INDEX |
| Exhibit Number | Description |
| 99.1 | Press release dated September 19, 2012. |
| | |
| | |
