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): July 17, 2024

BROADWAY FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
001-39043
95-4547287
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

4601 Wilshire Boulevard, Suite 150, Los Angeles, CA
  
90010
(Address of principal executive offices)
  
(Zip Code)

Registrant’s telephone number, including area code: (323) 634-1700

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(s)
  
Name of each exchange on which
registered
Class A Common Stock, par value $0.01 per share (including attached preferred stock purchase rights)
  
BYFC
  
Nasdaq Capital Market

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

(a)
The Broadway Financial Corporation (the “Company”) Annual Meeting of Stockholders was held on July 17, 2024.

(b)
Stockholders voted on the matters set forth below:

1.
The nominees for election to the Company’s Board of Directors set forth in Item 1 to the Company’s Proxy Statement filed with the U.S. Securities and Exchange Commission on June 6, 2024 were elected to serve until the Annual Meeting of Stockholders to be held in the year 2027 or until their respective successors are duly elected and qualified, based on the following vote:

Nominee
Votes For
Votes Withheld
Broker Non-Votes
       
Wayne-Kent A. Bradshaw
3,058,218
88,706
895,360
Marie C. Johns
2,719,959
426,965
895,360
David J. McGrady
3,085,438
61,486
895,360

2.
The proposal to ratify on an advisory (non-binding) basis the appointment of Moss Adams LLP as the independent registered public accounting firm for the Company for its fiscal year ending December 31, 2024 was approved based upon the following votes: 

Votes for approval
3,893,261
Votes against
36,717
Abstentions
112,306

3.
The proposal to approve the Company’s executive compensation on an advisory (non-binding) basis was approved based upon the following votes:

Votes for approval
3,003,536
Votes against
141,099
Abstentions
2,289
Broker Non-Votes
895,360

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.

 
BROADWAY FINANCIAL CORPORATION
     
Date: July 23, 2024
By:
/s/ Zack Ibrahim
   
Zack Ibrahim
   
Executive Vice President and
   
Chief Financial Officer
 

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Document and Entity Information
Jul. 17, 2024
Cover [Abstract]  
Document Type 8-K
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Document Period End Date Jul. 17, 2024
Entity File Number 001-39043
Entity Registrant Name BROADWAY FINANCIAL CORPORATION
Entity Central Index Key 0001001171
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 95-4547287
Entity Address, Address Line One 4601 Wilshire Boulevard
Entity Address, Address Line Two Suite 150
Entity Address, City or Town Los Angeles
Entity Address, State or Province CA
Entity Address, Postal Zip Code 90010
City Area Code 323
Local Phone Number 634-1700
Title of 12(b) Security Class A Common Stock, par value $0.01 per share (including attached preferred stock purchase rights)
Trading Symbol BYFC
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
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