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

Northfield Bancorp, Inc.

(Exact name of registrant as specified in its charter)

United States		1-33732		42-1572539
(State or other jurisdiction of incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

1410 St. Georges Avenue, Avenel, New Jersey		07001
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (732) 499-7200

Not Applicable

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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

The 2011 Annual Meeting of Stockholders was held on May 25, 2011 (the “Annual Meeting”). The matters considered and voted on by the Company’s stockholders at the Annual Meeting and the vote of stockholders were as follows:

Matter 1. The election of three directors, each for a three-year term.

NAME		FOR				WITHHELD				BROKER NON-VOTES
John W. Alexander			35,089,080				81,559				3,537,131
Annette Catino			35,037,915				132,724				3,537,131
John P. Connors, Jr.			35,088,045				82,594				3,537,131

Matter 2. The ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2011.

FOR		AGAINST				ABSTAIN				BROKER NON-VOTES
38,587,319			78,845				41,606				0

Matter 3. An advisory (non-binding) resolution to approve the executive compensation described in the Proxy Statement.

FOR		AGAINST				ABSTAIN				BROKER NON-VOTES
34,386,142			739,563				44,933				3,537,132

Matter 4. An advisory (non-binding) proposal with respect to the frequency that stockholders will vote on our executive compensation.

One Year		Two Years				Three Years				ABSTAIN				BROKER NON-VOTES
4,172,013			37,479				30,924,578				36,568				3,537,132

Item 9.01. Financial Statements and Exhibits.

     None

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.