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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 17, 2006
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ASTORIA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 001-11967 11-3170868
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) 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))
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ITEMS 2 THROUGH 9 NOT APPLICABLE.
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
Option Grants to Outside Directors
Pursuant to the terms of the 1999 Stock Option Plan For Outside Directors of
Astoria Financial Corporation, (the "Plan"), which was approved by the
shareholders of the Company at its Annual Meeting of Shareholders held on May
19, 1999, the following non-statutory stock options were automatically granted
on January 17, 2006 to the non-management directors of the Company as follows:
Name Title Options Granted
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Andrew M. Burger Director 6,000
John J. Conefry, Jr. Vice Chairman and Director 6,000
Denis J. Connors Director and Chairman of 6,000
the Compensation
Committee
Robert J. Conway Director 6,000
Thomas J. Donahue Director and Chairman of 6,000
the Audit Committee
Peter C. Haeffner, Jr. Director 6,000
Ralph F. Palleschi Director, Chairman of the 6,000
Nominating and Corporate
Governance Committee, and
Presiding Director
Thomas V. Powderly Director 6,000
Leo J. Waters Director 6,000
The options granted have an exercise price per share of $29.79, the fair market
value of the Company's Common Stock on the date of grant, a 10 year term and are
exercisable upon grant. The options were otherwise granted on terms set forth in
the Plan, as amended.
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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/ Peter J. Cunningham.
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Peter J. Cunningham
First Vice President and
Director of Investor Relations
Dated: January 18, 2006
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