Item 5.07 Submission of Matters to a Vote of Security Holders

On December 9, 2019, Bancorp of New Jersey, Inc., a New Jersey corporation (the "Company"), held a special meeting of its shareholders (the "BKJ Special Meeting") in Fort Lee, New Jersey. Of the 7,294,689 shares of the Company's common stock issued and outstanding on October 18, 2019, the record date for the BKJ Special Meeting, holders of 4,659,991 shares of stock entitled to vote at the BKJ Special Meeting were present in person or by proxy, constituting a quorum for all matters to be presented.

Proposals 1 and 2 set forth below (each a "Proposal", and collectively the "Proposals") were submitted to a vote of the shareholders at the BKJ Special Meeting. The Proposals are described in detail in the Company's definitive joint proxy statement/prospectus filed with the Securities and Exchange Commission on October 22, 2019 (the "Proxy Statement"). Both Proposals received the necessary votes from the Company's shareholders to pass such Proposals. The final results of the shareholder votes on the Proposals are set forth below.

Proposal No. 1: Merger Proposal

This Proposal was to approve the Agreement and Plan of Merger dated August 15, 2019, by and between the Company and ConnectOne Bancorp, Inc., a New Jersey corporation ("ConnectOne"), pursuant to which the Company will merge with and into ConnectOne (the "Merger"), as well as the transactions contemplated thereby, including the merger of the Company's and ConnectOne's wholly-owned bank subsidiaries, and the receipt of the merger consideration in connection with the Merger (collectively, the "Merger Proposal"). The Merger Proposal was approved by the shareholders, and received the following votes:





                        Aggregate Votes
    FOR         AGAINST       ABSTENTIONS      BROKER NON-VOTES
  4,682,788       25,007          6,196                    0

Proposal No. 2: Compensation Proposal

This Proposal was to approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to the Company's named executive officers in connection with the Merger, and the agreements or understandings pursuant to which such compensation may be paid or become payable (the "Compensation Proposal"). The Compensation Proposal was approved by the shareholders, and received the following votes:





                         Aggregate Votes
    FOR          AGAINST       ABSTENTIONS      BROKER NON-VOTES
  4,411,964       130,550         117,476                   0

Proposal No. 3: Adjournment Proposal

In connection with the BKJ Special Meeting, there was also a proposal to approve the adjournment of the BKJ Special Meeting to another time or place, if necessary or appropriate, to permit, among other things, further solicitation of proxies if necessary to obtain additional votes in favor of the Merger Proposal (the "Adjournment Proposal"). The Adjournment Proposal was not submitted to the Company shareholders for approval, as the Merger Approval was approved by the Company's shareholders as noted above.


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