Ponce Financial Group, Inc. current report, 25 May 2022

Business Context and Reporting Period

Ponce Financial Group, Inc. (NASDAQ: PDLB), the holding company for Ponce Bank, filed a Form 8-K dated May 27, 2022, reporting matters from its annual meeting held May 25, 2022. The company is incorporated in Maryland and reported as an emerging growth company.

Financial and Operating Metrics

This filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating-performance metrics.

Material Changes Versus Prior Period

The filing does not report a financial or operating comparison with a prior period. It reports shareholder voting results and the delivery of management remarks.

Governance, Outlook, and Other Matters

  • Shareholders elected Maria Alvarez, Julio Gurman, Carlos P. Naudon, and James Perez as directors. Alvarez, Gurman, and Naudon were elected to terms expiring in 2025; Perez was elected to a term expiring in 2023.
  • Votes for, withheld, and broker non-votes were respectively: Alvarez—14,448,412, 2,321,707, and 3,730,418; Gurman—14,513,816, 2,256,303, and 3,730,418; Naudon—15,612,681, 1,157,439, and 3,730,418; Perez—15,705,750, 1,064,369, and 3,730,418.
  • Shareholders ratified Mazars USA LLP as the independent registered public accounting firm for the year ending December 31, 2022. The vote was 15,886,591 for, 1,036,849 against, and 35,242 abstentions, with no broker non-votes.
  • Exhibit 99.1 contains remarks by President and CEO Carlos P. Naudon delivered at the annual meeting, but the remarks themselves are not included in the provided filing text.

Investor Verification Items

  1. Review Exhibit 99.1 for management’s annual-meeting commentary, outlook, and any discussion of risks or unusual items.
  2. Confirm the new directors’ terms and board committee assignments in subsequent disclosures.
  3. Review subsequent periodic filings for financial metrics, capital, liquidity, credit quality, and the impact of Mazars USA LLP’s audit engagement.