0001295401 false 0001295401 2021-04-29 2021-04-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares





Washington, D.C. 20549


Form 8-K



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  May 19, 2021


The Bancorp, Inc.

(Exact name of registrant as specified in its charter)


Commission File Number:  000-51018


Delaware   23-3016517
(State or other jurisdiction of   (IRS Employer
incorporation)   Identification No.)


409 Silverside Road

Wilmington, DE 19809

(Address of principal executive offices, including zip code)



(Registrant’s telephone number, including area code)


(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))


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


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $1.00 per share   TBBK   Nasdaq Global Select


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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).


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


The final results of the matters submitted to a vote of stockholders at the annual meeting of stockholders of The Bancorp, Inc. (the "Company") held on May 19, 2021 (the "Annual Meeting") are as follows:


Item No. 1: All of the Board of Directors’ nominees for director were elected to serve until the Company’s 2022 Annual Meeting or until their respective successors are elected and qualified, by the votes set forth below.


Nominees Votes for Votes against Abstentions
Daniel G. Cohen 26,678,373 22,906,606 8,647
Damian Kozlowski 48,200,179 1,226,490 166,957
Walter T. Beach 46,299,302 3,127,669 166,655
Michael J. Bradley 46,923,937 2,663,034 6,655
John C. Chrystal 47,718,381 1,708,894 166,351
Matthew Cohn 46,318,030 3,108,949 166,647
John Eggemeyer 48,526,721 899,658 167,247
Hersh Kozlov 42,586,756 6,999,615 7,255
William H. Lamb 46,308,164 3,119,005 166,457
James J. McEntee, III 46,776,183 2,650,978 166,465
Daniela A. Mielke 48,885,841 701,141 6,644
Stephanie B. Mudick 48,885,895 701,084 6,647
Mei-Mei Tuan 47,842,519 1,743,760 7,347


All of the nominees for director were elected for one year terms. With respect to each nominee, the total number of broker non-votes was 2,716,602.


Item No. 2: The stockholders approved, on an advisory, non-binding basis, the compensation of the Company’s named executive officers, by the votes set forth below.


Votes for Votes against Abstentions
45,816,373 3,694,296 82,957



There were 2,716,602 broker non-votes on this proposal.


Item No. 3: The stockholders approved the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for the 2021 fiscal year, by the votes set forth below.


Votes for Votes against Abstentions
50,988,934 1,319,906 1,388











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.


            The Bancorp, Inc.
Date: May 19, 2021       By:   /s/Paul Frenkiel   
                Paul Frenkiel
                Chief Financial Officer and Secretary