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 14, 2012
BankGuam Holding Company
(Exact name of registrant as specified in its charter)
| Guam | 000-54483 | 96-0002144 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| P.O. Box BW Hagatna, Guam |
96910 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (671) 472-5300
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) |
| ¨ | 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)) |
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On May 14, 2012, BankGuam Holding Company (the “Company”) held its 2012 Annual Meeting of Stockholders (the “Annual Meeting”). As of the record date for the Annual Meeting, there were 8,778,697 shares entitled to vote on all matters presented to the Company’s stockholders at the Annual Meeting. Votes representing approximately 68.20% of the Company’s common stock were present in person or represented by proxy at the Annual Meeting. The following are the voting results of each matter submitted to the Company’s stockholders at the Annual Meeting.
Proposal No. 1: Election of Directors
The stockholders elected each of the three (3) following Class I Directors to hold office for a term of three years:
| Nominee |
For | Withheld | Broker
Non- Votes |
|||||||
| William D. Leon Guerrero |
5,983,144 | 48 | 203,049 | |||||||
| Joseph Crisostomo |
5,845,976 | 137,216 | 203,049 | |||||||
| Dr. Luis G. Camacho |
5,982,144 | 1,048 | 203,049 | |||||||
Proposal No. 2: Ratification Of Selection Of Independent Registered Public Accounting Firm
The stockholder ratified the selection of Squar, Milner, Peterson, Miranda & Williamson, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012 with 5,963,687 shares voting in favor, 13,595 shares against and 5,910 shares abstaining.
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.
| BankGuam Holding Company | ||||
| (Registrant) | ||||
| May 17, 2012 | By: | /s/ William D. Leon Guerrero | ||
| William D. Leon Guerrero | ||||
| Executive Vice President and Chief Operating Officer | ||||