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AF > SEC Filings for AF > Form 8-K on 16-May-2013All Recent SEC Filings

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Form 8-K for ASTORIA FINANCIAL CORP


16-May-2013

Submission of Matters to a Vote of Security Holders, Other Events, Financi


Item 5.07. Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Shareholders (the "Meeting") of Astoria Financial Corporation (the "Company") was held on May 15, 2013. As of the record date, there were a total of 98,911,526 shares of common stock outstanding and entitled to vote at the Meeting. At the Meeting 90,001,724 shares of common stock were represented in person or by proxy, therefore a quorum was present. The following proposals were submitted by the Board of Directors to a vote of security holders and the final results of the voting on each proposal is noted below.

Proposal 1 - Election of Directors

The following three directors were nominated to serve for three-year terms expiring at the annual meeting of shareholders to be held in 2016, or when their successors are otherwise duly elected and qualified. The three directors having received the requisite vote of a plurality of the shares represented in person or by proxy and entitled to vote, as indicated below, were elected to serve as directors of the Company.

   Directors      Votes For    Withheld    Abstain   Broker Non-Votes
John R. Chrin     70,700,739   8,722,568      0         10,578,417
John J. Corrado   75,370,361   4,052,946      0         10,578,417
Brian M. Leeney   76,021,218   3,402,089      0         10,578,417

The following director was nominated to serve for a two-year term expiring at the annual meeting of shareholders to be held in 2015, or when her successor is otherwise duly elected and qualified. The director named below having received the requisite vote of a plurality of the shares represented in person or by proxy and entitled to vote, as indicated below, was elected to serve as a director of the Company.

Director Votes For Withheld Abstain Broker Non-Votes Patricia M. Nazemetz 75,386,935 4,036,372 0 10,578,417

Proposal 2 - Approval, on a non-binding basis, of the compensation of the Company's named executive officers.

The non-binding vote to approve the compensation of the Company's named executive officers was approved by the requisite vote of a majority of the shares represented in person or by proxy and entitled to vote, as indicated below.

Votes For Votes Against Abstain Broker Non-Votes 60,054,349 17,361,301 2,007,657 10,578,417

Proposal 3 - The ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm.

The ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2013 was approved by the requisite vote of a majority of the shares represented in person or by proxy and entitled to vote, as indicated below.

Votes For Votes Against Abstain Broker Non-Votes 83,459,833 5,143,121 1,398,770 0



Item 8.01. Other Events.

At the Annual Meeting of Shareholders, Monte N. Redman, President and Chief Executive Officer of the Company, made a presentation to shareholders which included, among other things, a review of financial results and trends for 2012 and through the period ended March 31, 2013. A copy of the presentation material is attached hereto as exhibit 99.1 and is also available on the company's investor relations website, http://ir.astoriafederal.com.

The information provided pursuant hereto shall not be deemed incorporated by reference by any general statement incorporating by reference this Form 8-K into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, and shall not otherwise be deemed filed under such Acts.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 Slide presentation dated May 15, 2013.

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
Peter J. Cunningham
First Vice President and
Director of Investor Relations

Dated: May 15, 2013

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