tricounty8kmay10-11.htm
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): May 9, 2011
TRI-COUNTY FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Maryland
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0-18279
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52-1652138
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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3035 Leonardtown Road, Waldorf, Maryland 20601
(Address of principal executive offices)
(301) 645-5601
(Registrant’s telephone number, including area code)
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:
[ ] 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)
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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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Item 2.02 Results of Operations and Financial Condition
On May 9, 2011, Tri-County Financial Corporation (the “Company”), the holding company for Community Bank of Tri-County, issued a news release announcing its results of operations and financial condition for the quarter ended March 31, 2011. A copy of the news release is included as Exhibit 99.1 to this report.
Item 5.07 Submission of Matters to a Vote of Security Holders
(a) The annual meeting of the shareholders of the Company was held on May 9, 2011.
(b) The matters considered and voted on by the shareholders at the annual meeting and the vote of the shareholders were as follows:
1. The following individuals were elected as directors, each for a three-year term, by the following vote:
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Name
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Shares
Voted For
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Shares
Voted Against
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Abstentions
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Philip T. Goldstein
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1,644,464
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37,513
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26,083
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James R. Shepherd
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1,673,803
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7,339
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26,918
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H. Beaman Smith
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1,697,598
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10,300
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162
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The following individual was elected as a director for a two-year term, by the following vote:
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Name
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Shares
Voted For
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Shares
Voted Against
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Abstentions
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Mary Todd Peterson
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1,677,788
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4,351
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25,921
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The following individual was elected as a director for a one-year term, by the following vote:
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Name
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Shares
Voted For
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Shares
Voted Against
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Abstentions
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William J. Pasenelli
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1,677,626
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4,351
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26,083
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There were 262,770 broker non-votes in the election of directors.
2. The non-binding resolution to approve the compensation of the named executive officers was approved by the shareholders by the following vote:
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Shares
Voted For
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Shares
Voted Against
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Abstentions
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1,558,274
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130,328
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19,458
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There were 262,770 broker non-votes on the proposal.
3. The appointment of Stegman & Company as independent registered public accounting firm for the fiscal year ending December 31, 2011 was ratified by the shareholders by the following vote:
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Shares
Voted For
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Shares
Voted Against
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Abstentions
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1,967,020
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3,810
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0
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There were no broker non-votes on the proposal.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired: Not applicable
(b) Pro Forma Financial Information: Not applicable
(c) Shell Company Information: Not applicable
(d) Exhibits
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99.1
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Press Release dated May 9, 2011
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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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Dated: May 10, 2011
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By:
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/s/ William J. Pasenelli |
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William J. Pasenelli
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Executive Vice President and Chief Financial Officer |
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