UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 23, 2013
VSB Bancorp, Inc.
(Exact Name of Registrant as specified in its charter)
| New York | 001-33250 | 11-3680128 |
| (State or other jurisdiction of incorporation) | Commission File Number | IRS Employer Identification No. |
4142 Hylan Boulevard, Staten Island, New York 10308
Address of principal (Zip/Postal Code) executive offices
Registrant’s telephone number: 718-979-1100
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:
| £ | Written communication 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)) |
TABLE OF CONTENTS
ITEM 5.07 Submission of Matters to a Vote of Security Holders
SIGNATURES
ITEM 5.07 Submission of Matters to a Vote of Security Holders
VSB Bancorp, Inc. (“Company”) held its Annual Meeting of Stockholders on April 23, 2013. The following is a summary of the matters voted on at the meeting:
| 1. | The three nominees for director, who were elected to serve three-year terms ending in 2016, are as follows: |
| Director | Votes | Votes | Broker | |||
| Elected | For | Withheld | Non-Votes | |||
| Joseph J. LiBassi | 839,323 | 75,850 | 699,868 | |||
| Joan Nerlino Caddell | 863,978 | 51,195 | 699,868 | |||
| Robert P. Moore | 863,978 | 51,195 | 699,868 |
No other persons received any votes.
| 2. | An advisory approval, on a non-binding basis, on Named Executive Officer compensation: |
| Votes | Votes | Votes | Broker | |||
| For | Against | Abstain | Non-Votes | |||
| 853,981 | 51,745 | 9,447 | 699,868 |
| 3. | To provide a non-binding advisory vote, on the frequency of stockholder votes on Named Executive Officer compensation: |
| Votes | Broker | |||||||
| 1 Year | 2 Years | 3 Years | Abstain | Non-Votes | ||||
| 703,042 | 5,105 | 153,416 | 53,610 | 699,868 |
| 4. | The ratification of the appointment of Crowe Horwath LLP as our independent registered public accountants: |
| Votes | Votes | Votes | Broker | |||
| For | Against | Abstain | Non-Votes | |||
| 1,576,212 | 28,874 | 9,955 | — |
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.
Dated: April 26, 2013
| VSB Bancorp, Inc. | ||
| By: | /s/ Jonathan B. Lipschitz | |
| Jonathan B. Lipschitz Vice President, Controller and Principal Accounting Officer | ||