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) October 210, 2012


Malvern Federal Bancorp, Inc.
(Exact name of registrant as specified in its charter)


United States	001-34051		38-3783478
(State or other jurisdiction	(Commission File Number)		(IRS Employer
of incorporation)			Identification No.)


42 E. Lancaster Avenue, Paoli, Pennsylvania				19301
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code

(610) 644-9400


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 (see General Instruction A.2 below):

[ ]	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))

Item 5.07 Submission of Matters to a Vote of Security Holders

(a) A special meeting of shareholders of Malvern Federal Bancorp, Inc. (“Malvern Federal Bancorp” or the “Company”), was held on October 2, 2012.

(b) There were 6,102,500 shares of common stock outstanding and entitled to vote at the special meeting, including 3,383,875 shares of common stock owned by the MHC. There were no broker non votes at the meeting. The matters considered and voted on by the shareholders at the special meeting and the vote of the shareholders were as follows:

1. The proposal to approve the Plan of Conversion and Reorganization of Malvern Federal Mutual Holding Company (the “MHC”), Malvern Federal Bancorp, Malvern Bancorp, Inc. (“Malvern Bancorp–New”) and Malvern Federal Savings Bank (the “Bank”) (the “Plan of Conversion and Reorganization”), and the transactions contemplated thereby pursuant to which, among other things, Malvern Bancorp–New is offering for sale shares of its common stock, and shares of common stock of Malvern Federal Bancorp currently held by public shareholders will be exchanged for shares of common stock of Malvern Bancorp-New upon the conversion of the MHC, the Bank and Malvern Federal Bancorp from the mutual holding company structure to the stock holding company form, was approved by the following vote of the Company’s shareholders:

TOTAL “FOR”		VOTES “FOR” OTHER THAN MHC		AGAINST		ABSTAIN
5,449,308		2,065,433		12,242		1,793

2A. The informational proposal to approve a provision in the articles of incorporation of Malvern Bancorp–New providing for the authorized capital stock of 50,000,000 shares of common stock and 10,000,000 shares of serial preferred stock compared to 15,000,000 shares of common stock and 5,000,000 shares of preferred stock in the charter of Malvern Federal Bancorp, was approved by the following vote:

FOR		AGAINST		ABSTAIN
4,365,152		1,096,459		1,732

2B. The informational proposal to approve a provision in the articles of incorporation of Malvern Bancorp–New requiring a super-majority shareholder approval for mergers, consolidations and similar transactions, unless they have been approved in advance by at least two-thirds of the board of directors of Malvern Bancorp–New, was approved by the following vote:

FOR		AGAINST		ABSTAIN
4,319,996		1,139,064		4,283

2C. The informational proposal to approve a provision in the articles of incorporation of Malvern Bancorp–New requiring a super-majority shareholder approval of amendments to certain provisions in the articles of incorporation and bylaws of Malvern Bancorp–New, was approved by the following vote:

FOR		AGAINST		ABSTAIN
4,306,403		1,152,657		4,283

2D. The informational proposal to approve a provision in the articles of incorporation of Malvern Bancorp–New to limit the acquisition of shares in excess of 10% of the outstanding voting securities of Malvern Bancorp–New, was approved by the following vote:

FOR		AGAINST		ABSTAIN
4,238,918		1,219,230		5,194

In connection with the special meeting, the Company also solicited proxies with respect to a proposal to adjourn the special meeting, if necessary, to solicit additional proxies in the event that there were not sufficient votes at the special meeting to approve the Plan of Conversion and Reorganization. The adjournment proposal was withdrawn and not submitted to shareholders at the special meeting because the shareholders of the Company approved the Plan of Conversion and Reorganization by the requisite vote at the special meeting.

Item 8.01 Other Events.

~~The~~On ~~Plan~~October of10, ~~Conversion~~2012, ~~and~~Malvern ~~Reorganization~~Federal ~~also~~Bancorp, ~~was~~Inc. ~~approved~~(the by“Company”), the ~~members~~current “mid-tier” holding company for Malvern Federal Savings Bank (the “Bank”), announced that the “second-step” conversion of Malvern Federal Mutual Holding Company (the “MHC”), atthe aCompany’s ~~meeting~~mutual ~~held~~holding company parent, and stock offering are expected to be completed on or about October 211, 2012. The closing of the transaction is subject to the satisfaction of final regulatory approval and customary closing conditions.

As 3a result of the conversion and offering, the MHC and the Company will cease to exist and Malvern Bancorp, Inc. (“Malvern Bancorp—New”), the new Pennsylvania corporation formed to facilitate the conversion, will become the parent holding company of the Bank and will be wholly owned by public shareholders.

A total of 3,636,875 shares of common stock of Malvern Bancorp-New is expected to be sold in the subscription offering at $10.00 per share for gross proceeds of $36.4 million. Concurrent with the completion of the offering, the outstanding shares of the Company common stock (except for the shares owned by the MHC, which will be cancelled) will be exchanged for shares of Malvern Bancorp—New common stock. As a result, each existing share of Company common stock is expected to be converted into the right to receive 1.0748 shares of Malvern Bancorp—New common stock. The exchange ratio ensures that, after the conversion and offering, the public shareholders will maintain approximately the same ownership interest in Malvern Bancorp—New as they owned in the Company. Cash will be issued in lieu of fractional shares based on the offering price of $10.00. Upon completion of the conversion, the total shares outstanding after the stock offering and the exchange is expected to be approximately 6,558,762 shares.

A copy of the press release, dated October 10, 2012, is filed as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(a)	Not applicable.
(b)	Not applicable.
(c)	Not applicable.
(d)	Exhibits

The following exhibit is included herewith.

	Exhibit Number		Description
	99.1		Press release dated October 10, 2012

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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 thereunto duly authorized.

	MALVERN FEDERAL BANCORP, INC.
Date: October 3, 2012	By:	/s/Ronald Anderson
Date: October 10, 2012	By:	/s/Dennis Boyle
		Ronald Anderson
		Dennis Boyle
		President and Chief Executive Officer
		Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX

	Exhibit Number		Description
	99.1		Press release dated October 10, 2012

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