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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): April 27, 2011
ORIENTAL FINANCIAL GROUP INC.
(Exact Name of Registrant as Specified in its Charter)
         
Commonwealth of Puerto Rico   001-12647   66-0538893
         
(State or other Jurisdiction of Incorporation)   (Commission File No.)   (I.R.S. Employer Identification No.)
     
Oriental Center    
Professional Offices Park    
997 San Roberto Street, 10th Floor    
San Juan, Puerto Rico   00926
     
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (787) 771-6800
 
(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):
  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
     At the annual meeting of shareholders of Oriental Financial Group Inc. (the “Company”), held on April 27, 2011 (the “Annual Meeting”), the proposals listed below were submitted to a vote of shareholders as set forth in the Company’s definitive proxy statement (the “Proxy Statement”) for the Annual Meeting.
Proposal 1 — Election of Directors
     The four nominees named in the definitive proxy statement were elected as directors: (i) Josen Rossi to serve for a two-year term and (iii) Juan C. Aguayo, Pablo I. Altieri and Francisco Arriví to serve for a three-year term. The voting results with respect to each nominee were as follows:
                 
Directors   For   Withheld
Josen Rossi
    34,851,337       117,016  
 
               
Juan C. Aguayo
    34,631,050       337,303  
 
               
Pablo I. Altieri
    34,656,225       312,128  
 
               
Francisco Arriví
    34,461,028       507,325  
Proposal 2 — Advisory Vote on Executive Compensation
     The compensation of the Company’s named executive officers, as described in the Proxy Statement, was approved on an advisory basis. The voting results were as follows:
             
For   Against   Abstain   Broker Non-Votes
34,340,245
  442,530   185,578   4,565,043
Proposal 3 — Advisory Vote on the Frequency of the Vote on Executive Compensation
     With respect to the advisory vote on whether the shareholder advisory vote on the compensation of the Company’s named executive officers should occur every one, two or three years, the choice of “1 Year” obtained a majority of the votes cast. The voting results were as follows:
             
1 Year   2 Years   3 Years   Abstain
23,126,256   137,659   11,501,587   202,851

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Proposal 4 — Ratification of Selection of Independent Auditors
     The proposal to ratify the selection of KPMG LLP as the Company’s independent auditors for the year ending December 31, 2011 was approved. The voting results were as follows (there were no broker non-votes):
         
For   Against   Abstain
38,993,970   470,373   69,053

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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  ORIENTAL FINANCIAL GROUP INC.
 
 
Date: May 2, 2011  By:   /s/ Carlos O. Souffront    
    Carlos O. Souffront   
    General Counsel and
Secretary of the Board of Directors 
 
 

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