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Kentucky First investors approve pay plan and yearly compensation votes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Kentucky First Federal Bancorp (KFFB) reported results from its annual stockholder meeting held on November 18, 2025. Stockholders elected directors Don D. Jennings and William H. Johnson, with Jennings receiving 5,815,031 votes for and 487,827 withheld, and Johnson receiving 6,017,662 votes for and 285,196 withheld. There were 601,662 broker non-votes on this proposal.

Stockholders also approved, on an advisory basis, the compensation of named executive officers, with 6,829,425 votes for, 66,067 against and 9,028 abstaining. A separate advisory vote on another proposal received 6,104,228 votes for, 159,804 against and 38,766 abstentions, along with 601,662 broker non-votes. In a non-binding vote on how often to hold advisory votes on executive pay, 6,089,370 shares favored one year, compared with lower totals for two or three years, and the Board decided to hold the advisory vote on executive compensation annually.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): November 18, 2025

 

KENTUCKY FIRST FEDERAL BANCORP

(Exact Name of Registrant as Specified in Its Charter)

 

United States   000-51176   61-1484858
(State or other jurisdiction of   (Commission File Number)   (IRS Employer
incorporation or organization)     Identification No.)

 

655 Main Street, Hazard, Kentucky 41702

(Address of principal executive offices) (Zip Code)

 

(502) 223-1638

(Registrant’s telephone number, including area code)

 

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 (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
Common Stock, $0.01 par value   KFFB   The NASDAQ Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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.

 

The annual meeting of the stockholders of Kentucky First Federal Bancorp, Inc. (the “Company”) was held on November 18, 2025. The final results of the vote for each of the matters submitted to a vote of stockholders at the annual meeting are as follows:

 

1.The following individuals were elected as directors, each for a three-year term or until their successors are duly elected and qualified, by the following vote:

 

   FOR   WITHHELD 
Don D. Jennings   5,815,031    487,827 
William H. Johnson   6,017,662    285,196 

 

There were 601,662 broker non-votes on the proposal.

 

2.The appointment of Clark, Schaefer, Hackett & Co. as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2026 was ratified by stockholders by the following vote:

 

FOR   AGAINST   ABSTAIN
6,829,425   66,067   9,028

 

There were no broker non-votes on the proposal.

 

3.An advisory vote was taken on the compensation of the Company’s named executive officers, as disclosed in the Company’s proxy statement, and the vote was as follows:

 

 

FOR

 

AGAINST

 

ABSTAIN

6,104,228   159,804   38,766

 

There were 601,662 broker non-votes on the proposal.

 

4.An advisory vote was taken on the frequency of the advisory vote on the compensation of the Company’s named executive officers and the vote was as follows:  

  

ONE YEAR   TWO YEARS   THREE YEARS   ABSTAIN
6,089,370   28,782   160,802   23,905

 

There were 601,662 broker non-votes on the proposal.

 

In light of the voting results with respect to the frequency of the advisory stockholder votes on executive compensation, the Company’s Board of Directors has determined that the Company will hold an annual advisory vote on the compensation of named executive officers until the next required advisory vote on the frequency of stockholder votes on the compensation of executives.

 

1

 

 

Item 9.01 Financial Statements and Other Exhibits.

 

(d) Exhibits

 

Number   Description
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2

 

 

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.

 

  KENTUCKY FIRST FEDERAL BANCORP
     
Date: November 24, 2025 By: /s/ R. Clay Hulette
    R. Clay Hulette
    Principal Executive Officer

 

 

3

 

FAQ

What did KFFB stockholders approve at the November 18, 2025 annual meeting?

Stockholders of Kentucky First Federal Bancorp (KFFB) elected two directors, approved on an advisory basis the compensation of named executive officers, and voted on the frequency of future advisory votes on executive pay.

Who was elected to the Kentucky First Federal Bancorp (KFFB) Board of Directors?

Stockholders elected Don D. Jennings and William H. Johnson. Jennings received 5,815,031 votes for and 487,827 withheld, while Johnson received 6,017,662 votes for and 285,196 withheld, with 601,662 broker non-votes on the director proposal.

How did KFFB shareholders vote on executive compensation (say-on-pay)?

In the advisory vote on compensation of named executive officers, KFFB stockholders cast 6,829,425 votes for, 66,067 against, and 9,028 abstaining. There were no broker non-votes reported on this say-on-pay proposal.

What frequency of say-on-pay votes did KFFB shareholders prefer?

In the advisory vote on frequency of executive compensation votes, 6,089,370 shares supported holding the vote every one year, 28,782 supported two years, 160,802 supported three years, and 23,905 abstained, with 601,662 broker non-votes.

What did the KFFB Board decide about future advisory votes on executive pay?

Based on the frequency vote results, the Board of Kentucky First Federal Bancorp determined that the Company will hold an annual advisory vote on the compensation of named executive officers until the next required stockholder vote on frequency.

Were there broker non-votes in the KFFB 2025 annual meeting results?

Yes. There were 601,662 broker non-votes on the director election proposal and on one other stockholder proposal, while no broker non-votes were reported on the advisory vote on executive compensation.

Kentucky Fst Fed

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Banks - Regional
Savings Institution, Federally Chartered
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United States
HAZARD