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Check the appropriate box:
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[ ]
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Preliminary Proxy Statement
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[ ]
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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[X]
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Definitive Proxy Statement
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[ ]
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Definitive Additional Materials
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[ ]
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Soliciting Material Pursuant to
'
240.14a-12
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Quaint Oak Bancorp, Inc.
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(Name of Registrant as Specified in Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment of Filing Fee (Check the appropriate box):
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No fee required
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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Proposed maximum aggregate value of transaction:
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.
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Form, schedule or registration statement no.:
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Filing party:
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Date filed:
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The main office is located in Southampton Shopping Center at the intersection of Knowles Avenue and 2nd Street Pike. The entrance is on Knowles Avenue, and we are located at the northwest corner of the shopping center.
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If you are driving from:
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I-95
and
St
r
eet
Road:
proceed west on Street Road approximately 8½ miles. Turn left on Knowles Avenue and proceed 0.3 miles.
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Pennsylvania
T
urnpike
and
Route
1 South:
proceed west on Street Road approximately 5 miles. Turn left on Knowles Avenue and proceed 0.3 miles.
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Bustleton
A
venue:
proceed north on Bustleton Avenue to Street Road. Turn left and proceed approximately 2½ miles. Turn left on Knowles Avenue and proceed 0.3 miles.
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Huntingdon
Pike
(Route
232):
proceed north on Huntingdon Pike. Huntington Pike becomes 2nd Street Pike. Turn left on Knowles Avenue.
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TABLE OF CONTENTS
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Page
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About the Annual Meeting of Shareholders
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1
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Information with Respect to Nominees for Director, Continuing Directors and Executive Officers
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3
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Election of Directors (Proposal One)
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3
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Directors Whose Terms Are Continuing
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5
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Executive Officers Who Are Not Also Directors
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6
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Committees and Meetings of the Board of Directors
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6
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Board Leadership Structure
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7
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Board’s Role in Risk Oversight
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7
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Director Compensation
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8
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Directors’ Attendance at Annual Meetings
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9
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Director Nominations
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9
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Related Party Transactions
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9
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Executive Compensation
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10
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Summary Compensation Table
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10
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Employment Agreements
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10
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Retirement Benefits
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11
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Outstanding Equity Awards at Fiscal Year-End
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12
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Equity Compensation Plan Information
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12
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Proposal to Adopt the Quaint Oak Bancorp, Inc. 2013 Stock Incentive Plan (Proposal Two)
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13
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Description of the Incentive Plan
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13
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Proposal to Adopt a Non-Binding Resolution to Approve the Compensation of Our Named
Executive Officers (Proposal Three)
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17
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Advisory Vote on the Frequency of the Non-Binding Resolution to Approve the Compensation
of Our Named Executive Officers (Proposal Four)
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18
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Ratification of Appointment of Independent Registered Public Accounting Firm (Proposal Five)
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18
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Audit Fees
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19
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Beneficial Ownership of Common Stock by Certain Beneficial Owners and Management
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20
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Section 16(a) Beneficial Ownership Reporting Compliance
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21
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Report of the Audit Committee
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22
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Shareholder Proposals, Nominations and Communications with the Board of Directors
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22
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Annual Reports
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23
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Other Matters
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23
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Appendix A – Quaint Oak Bancorp, Inc. 2013 Stock Incentive Plan
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A-1
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ABOUT THE ANNUAL MEETING OF SHAREHOLDERS
|
·
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First, you may complete and submit a new proxy. Any earlier proxies will be revoked automatically.
|
·
|
Second, you may send a written notice to the Secretary of Quaint Oak Bancorp, Inc., Ms. Diane J. Colyer, Corporate Secretary, Quaint Oak Bancorp, Inc., 501 Knowles Avenue, Southampton, Pennsylvania 18966, stating that you would like to revoke your proxy.
|
·
|
Third, you may attend the annual meeting and vote in person. Any earlier proxy will be revoked. However, attending the annual meeting without voting in person will not revoke your proxy.
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INFORMATION WITH RESPECT TO NOMINEES FOR DIRECTOR,
CONTINUING DIRECTORS AND EXECUTIVE OFFICERS
|
Name
|
Age and Principal Occupation During the Past Five Years/Public Directorships
|
|
John J. Augustine, CPA
|
Director. Chief Financial Officer and Treasurer of Quaint Oak Bancorp and Quaint Oak Bank since October 5, 2009. Previously, Senior Audit Manager of Teleflex, Inc., Limerick, Pennsylvania from February 2006 to September 2009. Prior thereto, Mr. Augustine was a self-employed consultant for JJA Consulting, Lansdale, Pennsylvania from January 2004 to February 2006; and Executive Vice President and Chief Financial Officer of Reda Sports, Inc., West Easton, Pennsylvania from March 1997 to January 2004. Age 60.
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Mr. Augustine has served as a Director since 2000. As a certified public accountant he brings extensive business and consulting experience to the Board. He has more than 20 years of service with financial institutions, including serving as Vice President and Controller for Vista Bancorp, Inc., and Assistant Controller of Germantown Savings Bank.
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||
Kenneth R. Gant, MBA
|
Director. Non-employee Secretary/Treasurer of Quaint Oak Bank’s Board through July 2007. Currently, Associate Agent of Landis Agencies, Quakertown, Pennsylvania; previously, Owner, Gant Insurance Agency, Doylestown, Pennsylvania from September 2006 to January 2008. Age 54.
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Mr. Gant has served as a Director since 1986, and brings the perspective of risk management to the Board from his business life involvement, at many levels, in the insurance business. Mr. Gant has also earned his MBA degree which brings a higher view of business activities to his position as Director. Mr. Gant also holds the CIC (Certified Insurance Counselor) and CPCU (Chartered Property and Casualty Underwriter) designations.
|
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Robert T. Strong
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Director. President and Chief Executive Officer of Quaint Oak Bancorp and Quaint Oak Bank since March 2007 and June 2001, respectively. Previously, Owner and President of Strong Financial Corporation, Southampton, Pennsylvania from 2000 through 2006. Prior thereto, Mr. Strong was responsible for residential mortgage banking as Senior Vice President of Prime Bank, Fort Washington, Pennsylvania. Age 66.
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|
Mr. Strong has served as a Director since 2000 and, having focused his professional career in banking brings an extensive background in financial institutions and leadership expertise to the Board. Mr. Strong also brings entrepreneurial business knowledge and experience to the Board through his prior ownership and operation of Strong Financial Corporation. He has extensive mortgage banking experience in the Bank’s market area and significant knowledge of the local real estate market.
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Name
|
Age and Principal Occupation During the Past Five Years/Public Directorships
|
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George M. Ager
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Director. Previously, Vice Chairman of the Board of Quaint Oak Bank from 1984 to April 2007. Currently retired. Age 76.
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|
Mr. Ager has served as a Director since 1968 and brings the perspective of intimate knowledge of the Philadelphia area to the Board. Philadelphia has been described as a City of neighborhoods and Mr. Ager has worked the majority of them through his prior employment with a major utility company. This geographic knowledge overlays the Banks major investment area.
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James J. Clarke, Ph.D.
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Director. Principal of Clarke Consulting, Villanova, Pennsylvania, a financial institution consulting firm specializing in asset/liability management, strategic planning and board/management education, since 2002. Trustee of Reliance Bank, Altoona, Pennsylvania since August 1995. Trustee of Phoenixville Federal Bank and Trust, Phoenixville, Pennsylvania since January 2011. Director and Chair of the Audit Committee of Wright Investors’ Service, a privately held company, Milford, Connecticut, since December 2002. Director of First Financial Bank, Downingtown, Pennsylvania and its public holding company, Chester Valley Bancorp Inc., from 2004 to 2005. Prior thereto, Mr. Clarke served as Professor of Finance and Economics, Villanova University from 1972 to 2002. Age 71.
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Mr. Clarke has served as a Director since 2007 and holds the position of Chairman of the Asset and Liability Committee. His background as a professor of finance and economics and currently as a consultant to the banking industry brings unusual depth and perspective as a Director.
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Marsh B. Spink
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Director. Managing Partner of Lawn-Crest Realty, Philadelphia, Pennsylvania since 1962. Age 74.
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Mr. Spink has served as a Director since 1988 and holds the position of Chairman of the Nominating and Corporate Governance Committee, the moral compass of the Board. His life work has been in the real estate sales, management and construction business in the greater Philadelphia area which parallels the primary business activities of the Bank.
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Name
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Age and Principal Occupation During the Past Five Years/Public Directorships
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Andrew E. DiPiero, Jr., Esq.
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Director. Attorney with Baratta, Russell & Baratta, Huntingdon Valley, Pennsylvania since November 2011. Prior thereto, Partner with Stampone, D’Angelo, Renzi, DiPiero, Attorneys at Law, P.C., Cheltenham, Pennsylvania, since June 2004. Age 60.
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Mr. DiPiero has served as a Director since 1984 and holds the position of Chairman of the Audit Committee. He brings the expertise of a practicing attorney to the Board of Directors and has an insight into the Lehigh Valley market area, having represented numerous clients in that region. Additionally, he is AV rated by Martindale Hubbell and has been awarded the designation of Super Lawyer by Philadelphia Magazine for each of the last seven years.
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Directors Whose Terms Expire in 2015 (continued)
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Name
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Age and Principal Occupation During the Past Five Years/Public Directorships
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Robert J. Phillips
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Chairman of the Board of Quaint Oak Bancorp and Quaint Oak Bank since 2007 and 1984, respectively. Partner, Phillips and Phillips Enterprises, Doylestown, Pennsylvania since March 2005. Previously, President, Shipping Connections, Inc., Bristol, Pennsylvania from October 1996 to October 2003. Age 66.
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Mr. Phillips has served as a director since 1968 and Chairman since 1984. Mr. Phillips also acts as a liaison to the Bank’s community serving in the position of Director of the Centennial Education Foundation along with being a Director and past President of the Southampton Business and Professional Association. He has been honored in 2010 with the Southampton Outstanding Citizen Citation.
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Name
|
Fees Earned or
Paid in Cash
|
All Other
Compensation
(1)
|
Total
(2)
|
|||||||||
George M. Ager, Jr.
|
$ | 28,125 | $ | 81 | $ | 28,206 | ||||||
James J. Clarke, Ph.D.
|
16,050 | 81 | 16,131 | |||||||||
Andrew E. DiPiero, Jr., Esq.
|
16,050 | 81 | 16,131 | |||||||||
Kenneth R. Gant, MBA
|
16,275 | 81 | 16,356 | |||||||||
Robert J. Phillips
|
60,075 | 242 | 60,317 | |||||||||
Marsh B. Spink
|
21,525 | 81 | 21,606 |
(1)
|
Consists of dividends paid on shares of restricted stock that vested during 2012.
|
(2)
|
As of December 31, 2012, each of our non-employee directors had 556 shares of unvested restricted stock and an aggregate of 6,943 stock options, except for Mr. Phillips who had 1,667 shares of unvested restricted stock and an aggregate of 20,829 stock options. The stock options have an exercise price of $10.00 per share, are vesting at a rate of 20% per year commencing on May 14, 2009, and will be fully vested as of May 14, 2013.
|
·
|
ensuring that the Board of Directors, as a whole, is diverse by considering:
|
o
|
individuals with various and relevant career experience;
|
o
|
relevant technical skills;
|
o
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industry knowledge and experience;
|
o
|
financial expertise (including expertise that could qualify a director as a “financial expert,” as that term is defined by the rules of the SEC); and
|
o
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local or community ties, and
|
·
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minimum individual qualifications, including:
|
o
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strength of character;
|
o
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mature judgment;
|
o
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familiarity with our business and industry;
|
o
o
|
independence of thought; and
an ability to work collegially.
|
EXECUTIVE COMPENSATION
|
All Other | ||||||||||||||||||||
Year | Salary | Bonus (1) | Compensation (2) | Total | ||||||||||||||||
Robert T. Strong
President and Chief Executive Officer
|
2012
2011
|
$
|
234,000 227,500 |
$
|
44,143
25,890
|
$
|
20,261
18,648
|
$
|
298,404 272,038 | |||||||||||
John J. Augustine
Chief Financial Officer
|
2012
2011
|
154,500 149,250 |
19,380
9,716
|
13,045
11,248
|
186,925 170,214 | |||||||||||||||
Curt T. Schulmeister
Chief Lending Officer
|
2012
2011
|
131,000 127,500 |
15,211
5,429
|
10,415
9,572
|
156,626 142,501 |
(1)
|
Reflects bonus for the fiscal year, paid in the following fiscal year.
|
(2)
|
Includes the fair market value of the shares of Quaint Oak Bancorp common stock allocated to the employee stock ownership plan accounts of Messrs. Strong, Augustine and Schulmeister during fiscal 2012 based on a closing price of $11.00 on December 31, 2012, dividends paid on shares of restricted stock that vested during 2012 and life insurance premiums. All other compensation does not include amounts attributable to other miscellaneous benefits. The costs to Quaint Oak Bank of providing such benefits did not exceed $10,000.
|
Option Awards
|
Stock Awards
|
||||||||||||||||||||
Number of Securities
Underlying
Unexercised Options
|
Exercise
Price
|
Option
Expiration
Date
(1)
|
Number of Shares or Units of Stock That Have Not Vested
|
Market Value of Shares or Units of Stock That Have Not Vested
(2)
|
|||||||||||||||||
Name |
Exercisable
|
Unexercisable
|
|||||||||||||||||||
Robert T. Strong
|
27,772 | 6,943 | $ | 10.00 |
5/14/2018
|
2,778 | $ | 30,558 | |||||||||||||
John T. Augustine
|
5,554 | 1,389 | 10.00 |
5/14/2018
|
556 | 6,116 | |||||||||||||||
Curt T. Schulmeister
|
1,496 | 748 | 10.00 |
5/14/2018
|
300 | 3,300 |
(1)
|
Granted pursuant to our 2008 Stock Option Plan and vesting at a rate of 20% per year for Messrs. Strong and Augustine and 16.67% per year for Mr. Schulmeister, commencing on May 14, 2009.
|
(2)
|
Calculated by multiplying the closing market price of our common stock on December 31, 2012, which was $11.00, by the applicable number of shares of common stock underlying the executive officer’s stock awards.
|
Plan Category
|
Number of securities
to be issued upon
exercise of
outstanding options,
warrants and rights
(a)
|
Weighted-average
exercise price of outstanding
options, warrants
and rights
(b)
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
(c)
|
|||||||||
Equity compensation plans
approved by security holders
|
116,464 | (1) | $ | 10.00 | (1) | 43,752 | ||||||
Equity compensation plans
not approved by security holders
|
-- | -- | -- | |||||||||
Total
|
116,464 | $ | 10.00 | 43,752 |
|
___________________
|
(1)
|
Includes 8,894 shares subject to restricted stock grants which were not vested as of December 31, 2012. The weighted-average exercise price excludes such restricted stock grants.
|
PROPOSAL TO ADOPT THE QUAINT OAK BANCORP, INC.
2013 STOCK INCENTIVE PLAN
(Proposal Two)
|
PROPOSAL TO ADOPT A NON-BINDING RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS (Proposal Three)
|
ADVISORY VOTE ON THE FREQUENCY OF THE NON-BINDING RESOLUTION
TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS
(Proposal Four)
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RATIFICATION OF APPOINTMENT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (Proposal Five)
|
Year Ended December 31
,
|
||||||||
2012
|
2011
(1)
|
|||||||
Audit Fees
|
$ | 86,674 | $ | 79,069 | ||||
Tax fees
(2)
|
18,676 | 13,368 | ||||||
All other fees
|
-- | -- | ||||||
Total $
|
$ | 101,350 | $ | 92,437 |
____________________
|
|
(1)
|
Audit fees for 2011 were adjusted for additional out-of-pocket and out-of-scope audit fees.
|
(2)
|
Tax fees consist primarily of fees paid in connection with preparing federal and state income tax returns and other tax, audit and related services.
|
BENEFICIAL OWNERSHIP OF COMMON STOCK
BY CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
|
Common Stock Beneficially Owned as
of March 22, 2013
(1)
|
||||||||
Name of Beneficial Owner
|
Amount
|
Percentage
(2)
|
||||||
Black River BancVenture, Inc.
8245 Tournament Drive, Suite 270
Memphis, Tennessee 38125
|
75,712 | (3) | 7.8 | % | ||||
Phil Lifschitz
7 Tulane Drive
Livingston, New Jersey 07039
|
49,995 | (4) | 5.2 | |||||
Quaint Oak Bancorp, Inc. Employee Stock Ownership Plan Trust
501 Knowles Avenue
Southampton, Pennsylvania 18966
|
111,090 | (5) | 11.4 | |||||
Directors:
|
||||||||
George M. Ager, Jr.
|
17,360 | (6)(7) | 1.8 | |||||
John J. Augustine, CPA
|
25,526 | (6)(8) | 2.6 | |||||
James J. Clarke, Ph.D.
|
18,320 | (6) | 1.9 | |||||
Andrew E. DiPiero, Jr., Esq.
|
15,720 | (6)(9) | 1.6 | |||||
Kenneth R. Gant, MBA
|
21,320 | (6)(10) | 2.2 | |||||
Robert J. Phillips
|
39,160 | (6)(11) | 3.9 | |||||
Marsh B. Spink
|
22,720 | (6)(12) | 2.3 | |||||
Robert T. Strong
|
95,283 | (6)(13) | 9.5 | |||||
Other Named Executive Officer:
|
||||||||
Curt T. Schulmeister
|
10,528 | (6)(14) | * | |||||
All directors and executive officers as a group (11 persons)
|
279,784 | (15) | 26.0 | % |
(1)
|
Based upon filings made with the Securities and Exchange Commission and information furnished by the respective individuals. Pursuant to regulations under the Securities Exchange Act of 1934, shares of common stock are deemed to be beneficially owned by a person if he or she directly or indirectly has or shares (a) voting power, which includes the power to vote or to direct the voting of the shares, or (b) investment power, which includes the power to dispose or to direct the disposition of the shares. Unless otherwise indicated, the named beneficial owner has sole voting and dispositive power with respect to the shares. A person is deemed to have beneficial ownership of any shares of common stock which may be acquired within 60 days of the record date pursuant to the exercise of outstanding stock options. Shares of common stock which are subject to stock options are deemed to be outstanding for the purpose of computing the percentage of outstanding common stock owned by such person or group but not deemed outstanding for the purpose of computing the percentage of common stock owned by any other person or group.
|
(2)
|
Each beneficial owner’s percentage ownership is determined by assuming that options held by such person (but not those held by any other person) and that are exercisable within 60 days of the voting record date have been exercised.
|
(3)
|
Based on information obtained from an amended Schedule 13G filed by Black River BancVenture, Inc. with the SEC on August 3, 2012. Black River BancVenture, Inc. reported sole voting and dispositive power with respect to the 75,712 shares.
|
(4)
|
Based on information obtained from a Schedule 13D filed by Phil Lifschitz with the SEC on July 10, 2012, Mr. Lifschitz reported sole voting and dispositive power with respect to the 49,995 shares.
|
(5)
|
Messrs. Robert T. Strong and John J. Augustine and Ms. Diane J. Colyer act as trustees of the Quaint Oak Bancorp, Inc. Employee Stock Ownership Plan Trust. As of March 22, 2013, 44,436 shares held in the plan trust were allocated to the accounts of participating employees and 66,654 shares were held, unallocated, for allocation in future years. In general, the allocated shares held in the plan trust as of March 22, 2013, will be voted by the plan trustees in accordance with the instructions of the participants. Any unallocated shares are generally required to be voted by the plan trustees in the same manner as a majority of the shares which have been allocated to participants are actually voted, subject to each case to the fiduciary duties of the plan trustees and applicable law. The amount of our common stock beneficially owned by officers who serve as plan trustees and by all directors and executive officers as a group does not include the shares held by the plan trust other than shares specifically allocated to the individual officer’s account.
|
(6)
|
Includes shares held in trust by Quaint Oak Bancorp’s 2008 Recognition and Retention Plan (“RRP”) which have been awarded to the directors and officers and over which they may provide voting instructions to the RRP trustees and stock options which have been granted to the directors and officers under Quaint Oak Bancorp’s 2008 Stock Option Plan and which are exercisable within 60 days of the voting record date as follows:
|
Name
|
RRP Shares
|
Stock Options
|
|||||||
George M. Ager, Jr.
|
675 | 8,423 | (a) | ||||||
John J. Augustine, CPA
|
556 | 6,943 | |||||||
James J. Clarke, Ph.D.
|
556 | 6,943 | |||||||
Andrew E. DiPiero, Jr., Esq.
|
556 | 6,943 | |||||||
Kenneth R. Gant, MBA
|
556 | 6,943 | |||||||
Robert J. Phillips
|
1,667 | 20,829 | |||||||
Marsh B. Spink
|
556 | 6,943 | |||||||
Robert T. Strong
|
2,778 | 34,715 | |||||||
Curt T. Schulmeister
|
300 | 1,870 | |||||||
All directors and executive officers as a group (11 persons)
|
8,488 | 104,134 |
|
____________________
|
|
(a)
|
Includes 119 shares awarded to Mr. Ager’s spouse and held in the RRP Trust and 1,480 stock options exercisable by Mr. Ager’s spouse within 60 days of the voting record date.
|
(7)
|
Includes 3,500 shares held jointly with Mr. Ager’s spouse, 332 shares held by his spouse and 2,209 shares allocated to the account of his spouse in the Quaint Oak Bancorp ESOP.
|
(8)
|
Includes 1,500 shares held by Mr. Augustine’s spouse, 11,100 shares held in Mr. Augustine’s individual retirement account and 3,462 shares allocated to Mr. Augustine’s account in the ESOP.
|
(9)
|
Includes 1,000 shares held by Mr. DiPiero’s spouse and 5,000 shares held in Mr. DiPiero’s individual retirement account.
|
(10)
|
Includes 10,000 shares held in Mr. Gant’s individual retirement account and 1,600 shares held by Mr. Gant’s children.
|
(11)
|
Includes 9,042 shares held jointly with Mr. Phillips’s spouse, 330 shares held by his spouse and 628 shares held in Mr. Phillips’s individual retirement account.
|
(12)
|
Includes 1,000 shares held jointly with Mr. Spink’s son.
|
(13)
|
Includes 36,108 shares held jointly with Mr. Strong’s spouse, 9,871 shares held in Mr. Strong’s individual retirement account and 11,811 shares allocated to Mr. Strong’s account in the ESOP.
|
(14)
|
Includes 2,000 shares held in Mr. Schulmeister’s individual retirement account and 5,955 shares allocated to Mr. Schulmeister’s account in the ESOP.
|
(15)
|
Includes an aggregate of 30,568 shares of common stock which are held by the Quaint Oak Bancorp, Inc. ESOP on behalf of our executive officers as a group.
|
REPORT OF THE AUDIT COMMITTEE
|
Members of the Audit Committee
|
Andrew E. DiPiero, Jr., Esq., Chairman
|
Kenneth R. Gant, MBA
|
Robert J. Phillips
|
SHAREHOLDER PROPOSALS, NOMINATIONS AND COMMUNICATIONS
WITH THE BOARD OF DIRECTORS
|
ANNUAL REPORTS
|
OTHER MATTERS
|
QUAINT OAK BANCORP, INC.
RECOGNITION AND
RETENTION PLAN
VOTING INSTRUCTION BALLOT
|
||
____________________
|
||
[X] Please Mark Votes
|
ANNUAL MEETING OF SHAREHOLDERS
|
|
As in This Example
|
____________________
|
|
NOMINEES for three-year term expiring in 2016:
|
John J. Augustine, Kenneth R. Gant and
Robert T. Strong
|
2.
|
PROPOSAL TO APPROVE the Quaint Oak Bancorp, Inc. 2013 Stock Incentive Plan.
|
3.
|
PROPOSAL TO ADOPT, a non-binding resolution to approve the compensation of our named executive officers.
|
4.
|
ADVISORY VOTE on the frequency of the non-binding resolution to approve the compensation of our named executive officers.
|
5.
|
PROPOSAL TO RATIFY THE APPOINTMENT of ParenteBeard LLC as Quaint Oak Bancorp’s independent registered public accounting firm for the fiscal year ending December 31, 2013.
|
|
In their discretion, the Trustees are authorized to vote upon such other business as may properly come before the meeting.
|
Please be sure to sign and
date this Card.
|
Date
|
|||
Participant sign above
|
|
To:
|
Persons Granted Restricted Stock Under Quaint Oak Bancorp’s Recognition and Retention Plan (the “Recognition Plan”)
|
QUAINT OAK BANCORP, INC.
|
||
EMPLOYEE STOCK OWNERSHIP PLAN
|
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VOTING INSTRUCTION BALLOT
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____________________
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ANNUAL MEETING OF SHAREHOLDERS
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[X] Please Mark Votes
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____________________
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As in This Example
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NOMINEES for three-year term expiring in 2016:
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John J. Augustine, Kenneth R. Gant and
Robert T. Strong
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2.
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PROPOSAL TO APPROVE the Quaint Oak Bancorp, Inc. 2013 Stock Incentive Plan.
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3.
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PROPOSAL TO ADOPT, a non-binding resolution to approve the compensation of our named executive officers.
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4.
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ADVISORY VOTE on the frequency of the non-binding resolution to approve the compensation of our named executive officers.
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5.
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PROPOSAL TO RATIFY THE APPOINTMENT of ParenteBeard LLC as Quaint Oak Bancorp’s independent registered public accounting firm for the fiscal year ending December 31, 2013.
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In their discretion, the Trustees are authorized to vote upon such other business as may properly come before the meeting.
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Please be sure to sign and
date this Card.
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Date
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Participant sign above
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To:
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Participants in the Quaint Oak Bancorp, Inc. Employee Stock Ownership Plan (the “ESOP”)
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