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 22, 2025


DIME COMMUNITY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)


         
New York
 
001-34096
 
11-2934195
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)


898 Veterans Memorial Highway, Suite 560
Hauppauge, New York 11788
(Address of principal executive offices) (Zip Code)


631-537-1000
(Registrant’s telephone, 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 (see General Instruction A.2. below):


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))

Securities registered pursuant to Section 12(b) of the Act:

         
Title of each class:
    
Trading Symbol:
    
Name of each exchange on which registered:
Common Stock, $0.01 Par Value
 
DCOM
 
The Nasdaq Stock Market LLC
Preferred Stock, Series A, $0.01 Par Value
 
DCOMP
 
The NASDAQ Stock Market LLC
9.000% Junior Subordinated Notes, $25.00 Par Value
 
DCOMG
 
The Nasdaq Stock Market, LLC

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

Dime Community Bancshares, Inc. (the “Company”) held its annual meeting of shareholders on May 22, 2025 (the “Meeting”).  At the close of business on the record date of the Meeting, there were a total of 43,657,135 shares of Company common stock outstanding and entitled to vote at the Meeting.  At the Meeting, 38,465,309 shares of Company common stock were represented, therefore, a quorum was present.  Three proposals were presented and voted on.  The proposals are described in detail in the Company’s definitive proxy statement filed on April 7, 2025, as amended, with the Securities and Exchange Commission.  Set forth below are the final results for all proposals.
 
1. The following nominees received the requisite majority of votes cast at the Meeting, as indicated below, and were therefore elected as directors to serve for a term to expire at the Company's Annual Meeting of Shareholders to be held in 2026 and until their respective successors are duly elected and qualified:
 
 
 
 
 
 
 
 
 
Director
 
For
 
Withheld
 
Broker Non-Votes
Kenneth J.Mahon
 
31,742,394
 
1,394,831
 
                5,328,084
Paul M. Aguggia
 
30,312,503
 
2,824,722
 
                5,328,084
Rosemarie Chen
 
32,406,398
 
730,827
 
                5,328,084
Judith H. Germano
 
32,889,110
 
248,115
 
                5,328,084
Matthew A. Lindenbaum
 
32,754,494
 
382,731
 
                5,328,084
Stuart H. Lubow
 
32,429,643
 
707,582
 
                5,328,084
Albert E. McCoy, Jr.
 
32,184,010
 
953,215
 
                5,328,084
Raymond A. Nielsen
 
32,476,547
 
660,678
 
                5,328,084
Joseph J. Perry
 
32,243,232
 
893,993
 
                5,328,084
Kevin Stein
 
32,556,939
 
580,286
 
                5,328,084
Dennis A. Suskind
 
29,443,257
 
3,693,968
 
                5,328,084
  
2.  The ratification of the appointment of Crowe LLP to act as the independent registered public accounting firm for the Company for the year ending December 31, 2025 was approved by the requisite majority of the votes cast by shareholders, as indicated below:
 
For
 
 Against 
 
Abstain
 
 Broker Non-Votes
37,932,959
 
519,734
 
12,616
 
 
3.  The compensation of the Company's named executive officers, as disclosed in the Company’s proxy statement for the 2025 Annual Meeting of Shareholders, was approved on a non-binding, advisory basis by the requisite majority of the votes cast by shareholders, as indicated below:

For
 
 Against 
 
Abstain
 
 Broker Non-Votes
25,344,352
 
7,625,329
 
167,544
 
5,328,084






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.

     
 
 
Dime Community Bancshares, Inc.
     
Date:  May 23, 2025
By:  
 /s/ Avinash Reddy
 
 
Name:  Avinash Reddy
Title:    Senior Executive Vice President and Chief Financial Officer