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 26, 2015 |
First BanCorp.
__________________________________________
(Exact name of registrant as specified in its charter)
| Puerto Rico | 001-14793 | 66-0561882 |
|
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 1519 Ponce de Leon Ave., PO Box 9146, San Juan, Puerto Rico | 00908-0146 | |
|
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | 787-729-8041 |
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)
[ ] 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.
At the Corporation’s Annual Meeting of Stockholders held on May 26, 2015, the matters voted on and the voting results are as follows:
Proposal 1 — Election of Directors
| Director Nominees: | Votes For | Votes Against | Votes Abstained | |||||||||
Juan Acosta-Reboyras |
190,345,122 | 1,512,015 | 43,977 | |||||||||
Aurelio Alemán-Bermúdez |
190,350,419 | 1,508,567 | 42,128 | |||||||||
Luz A. Crespo |
190,227,002 | 1,615,334 | 58,778 | |||||||||
Robert T. Gormley |
190,306,164 | 1,533,945 | 61,005 | |||||||||
Thomas M. Hagerty |
189,907,344 | 1,933,939 | 59,831 | |||||||||
Michael P. Harmon |
190,306,065 | 1,534,044 | 61,005 | |||||||||
Roberto R. Herencia |
149,564,967 | 42,286,280 | 49,867 | |||||||||
David I. Matson |
190,301,798 | 1,535,674 | 63,642 | |||||||||
José Menéndez-Cortada |
190,174,251 | 1,663,715 | 63,148 | |||||||||
Broker Non-Vote 14,801,287 shares for each director.
Proposal 2 – Non-binding Approval of Executive Compensation
Votes For
|
Votes Against | Votes Abstained | Broker Non-Votes | |||||||||
187,298,941
|
4,425,979 | 176,194 | 14,801,287 | |||||||||
Proposal 3 — Ratification of the Appointment of KPMG LLP as the Independent Registered Public Accounting Firm for Fiscal Year 2014
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
|||||||||
| 206,335,709 | 310,737 | 55,955 | NA |
|||||||||
Item 8.01 Other Events.
On May 26, 2015, the Corporation announced that it has entered into a definitive agreement to sell
a portfolio comprised of mostly non-performing and classified commercial loans and real estate
owned totaling $199.8 million of unpaid principal balance, or $150.1 million of book value
(excluding specific reserves), for $87.6 million in cash or 43.8% of the unpaid principal balance
of the assets. This transaction is expected to close in early June 2015.
This transaction will result in a pretax loss, net of $15.3 million in reserves, of approximately $47.2 million. At the completion of the transaction, FirstBank will reduce its classified assets and non-performing assets by approximately $149.1 million and $94.7 million, respectively. The resulting March 31, 2015 pro form non-performing asset to total asset ratio will decline from 5.74% to 5.02%.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
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| 99.1 | Press Release dated May 26, 2015 — First BanCorp Announces Progress On Balance Sheet De-Risking |
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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.
| First BanCorp. | ||||
| May 27, 2015 | By: |
/s/ Lawrence Odell
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| Name: Lawrence Odell | ||||
| Title: EVP and General Counsel | ||||
Exhibit Index
| Exhibit No. | Description | |
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99.1
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Press Release dated May 26, 2015 — First BanCorp Announces Progress On Balance Sheet De-Risking |