f8k_042910-0312.htm

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


 
April 29, 2010
  
 
Date of Report
(Date of earliest event reported)
  

WSFS Financial Corporation
(Exact name of registrant as specified in its charter)


Delaware
  
0-16668
  
22-2866913
(State or other jurisdiction
of incorporation)
  
(SEC Commission
File Number)
  
(IRS Employer
Identification Number)

500 Delaware Avenue, Wilmington, Delaware
  
19801
  
(Address of principal executive offices)
  
(Zip Code)
  


Registrant's telephone number, including area code: (302) 792-6000

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
¨           Soliciting material pursuant to Rule 14a-12 under the Exchange Act
¨           Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
¨           Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act


 
 
 


Item 5.07   Submission of Matters to a Vote of Security Holders

 
 Five proposals were submitted to a vote of security holders at our Annual Stockholder’s Meeting held on April 29, 2010:

 
 Proposal Number 1:  Election of Directors
 
 Proposal Number 2:  Ratification of the Appointment of Independent Registered Public Accounting Firm
 
 Proposal Number 3:  Approval of Amendments to the WSFS Financial Corporation 2005 Incentive Plan
 Proposal Number 4:  Re-Approval of Material Terms of Performance Goals for Qualified Performance-Based Awards under the WSFS Financial Corporation 2005 Incentive Plan
     Proposal Number 5:  Advisory (non-binding) Vote on Executive Compensation

 
 Proposal Number 1: Election of Directors

 
 The Board of Directors nominated the following six persons for election:

· Anat M. Bird, for a two-year term
· John F. Downey, for a one-year term
· Calvert A. Morgan, Jr., for a three-year term
· Thomas P. Preston, for a three-year term
· Marvin N. Schoenhals, for a three-year term
· R. Ted Weschler, for a three-year term

 All nominees proposed were elected. 
 
    The votes cast for each nominee were as follows:
 
 
For
Withheld
Broker Non-vote
Anat M. Bird
5,706,506
62,523
668,908
John F. Downey
5,566,547
202,482
668,908
Calvert A. Morgan, Jr.
5,581,864
187,165
668,908
Thomas P. Preston
4,197,388
1,571,641
668,908
Marvin N. Schoenhals
5,715,182
53,847
668,908
R. Ted Weschler
5,742,114
26,915
668,908
 
                                                                                    

 
 Proposal Number 2:  Ratification of the Appointment of Independent Registered Public Accounting Firm

 
 This proposal gave shareholders the opportunity to ratify our appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2010.

 This proposal was approved. The votes cast were as follows:
For
Against
Abstain
6,209,440
222,492
6,005

 
 
 
 

 
 
 

 
Proposal Number 3:  Approval of Amendments to the WSFS Financial Corporation 2005 Incentive Plan

 
We asked stockholders to approve an amendment to the 2005 Incentive Plan to increase, by 335,000, the number of shares of our common stock that may be issued to Associates, officers and directors pursuant to awards granted under the plan.
 
 
We also asked stockholders to approve an amendment to the plan to permit the grant of stock options and stock appreciation rights with a minimum vesting period of four years and a maximum life of seven years after the date of the grant.

 
This proposal was approved.  The votes cast were as follows:


For
Against
Abstain
Broker Non-Vote
5,248,260
508,408
12,359
668,910

 
Proposal Number 4:  Re-Approval of Material Terms of Performance Goals for Qualified Performance-Based Awards under the WSFS Financial Corporation 2005 Incentive Plan

We asked stockholders for a re-approval of the material terms of the performance goals for qualified performance-based awards under the 2005 Incentive Plan.

This proposal was approved.  The votes cast were as follows:

For
Against
Abstain
Broker Non-Vote
5,561,277
195,297
12,453
668,910
 
 
Proposal Number 5:  Advisory (non-binding) Vote on Executive Compensation
 
We asked stockholders to vote on an advisory (non-binding) resolution to approve the compensation of our executives.

This proposal was approved.  The votes cast were as follows:

 
          
For
Against
Abstain
6,273,917
142,525
21,495
 
 

 
 
 

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.


   
WSFS FINANCIAL CORPORATION
 
 
Date: May 4, 2010
  
 
 
By:
 
 
/s/ Stephen A. Fowle
     
Stephen A. Fowle
Executive Vice President and Chief Financial Officer