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): November 20, 2024
SR BANCORP, INC.
(Exact Name of Registrant as Specified in Charter)
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Maryland
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001-41808
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92-2601722
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(State or Other Jurisdiction
of Incorporation)
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(Commission File No.)
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(I.R.S. Employer
Identification No.)
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220 West Union Avenue, Bound Brook, New Jersey
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08805
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (732) 560-1700
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):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.01 par value
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SRBK
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The NASDAQ Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or
Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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On November 20, 2024, the stockholders of SR Bancorp, Inc. (the “Company”) approved the SR Bancorp, Inc. 2024 Equity Incentive Plan (the
“Equity Plan”). A description of the material terms of the Equity Plan is contained in the Company’s definitive proxy statement for the Annual Meeting of Stockholders of the Company held on November 20, 2024, which was filed with the Securities and
Exchange Commission on October 17, 2024. A copy of the Equity Plan is being filed as Exhibit 10.1 to this Current Report on Form 8-K.
| Item 5.02 |
Submission of Matters to a Vote of Security Holders.
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The Annual Meeting of Stockholders of the Company was held on November 20, 2024. The final results of the vote on each matter submitted
to a vote of stockholders are as follows:
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1.
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The following individuals were elected as directors of the Company for a three-year term or until his or her successor is duly elected and
qualified, by the following vote:
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For
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Withhold
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Mary E. Davey
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4,649,572
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379,206
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Thomas Lupo
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4,653,796
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374,982
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John W. Mooney
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4,611,525
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444,163
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2.
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The SR Bancorp, Inc. 2024 Equity Incentive Plan was approved by the following vote:
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For
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Against
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Abstentions
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4,581,684
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317,811
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156,193
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3.
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The appointment of Baker Tilly US, LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending June
30, 2025 was ratified by the following vote:
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For
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Against
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Abstentions
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7,140,225
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177,082
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22,443
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Item 9.01 Financial Statements and Exhibits
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(a)
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Financial Statements of Businesses Acquired. Not applicable.
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(b)
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Pro Forma Financial Information. Not applicable.
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(c)
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Shell Company Transactions. Not applicable.
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Exhibit No. Description
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104 |
Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL).
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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.
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SR Bancorp, Inc.
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DATE: November 21, 2024
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By:
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/s/ William P. Taylor
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William P. Taylor
Chief Executive Officer
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