- Current report filing (8-K)
28 May 2010 - 10:36PM
Edgar (US Regulatory)
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) May
26, 2010
Southern
Community Financial Corporation
North
Carolina
|
000-33227
|
56-2270620
|
(State
of Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer
|
|
|
Identification
No.)
|
|
|
|
4605
Country Club Road, Winston-Salem, North Carolina
|
27104
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Issuer's
telephone number: (336) 768-8500
_________________________
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))
Item
5.07 Submission of Matters to a Vote of Security Holders.
(a)
|
The
Annual Meeting of the Company was held on May 26,
2010.
|
(b)
|
There
were a total of 16,818,125 shares of the Company’s common stock
outstanding and entitled to vote at the Annual Meeting. At the
Annual Meeting, 9,267,093 shares of common stock, or 55.1% of the shares
outstanding, were represented in person or by proxy, therefore a quorum
was present. The following proposals were submitted by the
Board of Directors to a vote of
shareholders:
|
Proposal
1:
|
Election
of directors. The following individuals were elected as
directors for three year terms:
|
Nominee
|
For
|
Withheld
|
Abstain
|
Broker Non-Vote
|
Matthew
G. Gallins
|
8,753,789
|
|
513,304
|
-
|
Beverly Hubbard Godfrey
|
8,534,424
|
-
|
731,169
|
-
|
William G. Ward, Sr., M.D.
|
7,894,097
|
-
|
1,371,573
|
-
|
Based on
the votes set forth above, Gallins, Godfrey and Ward were duly elected to serve
as directors of the Company for a three year term expiring at the Annual Meeting
of shareholders in 2013 and until their respective successors have been duly
elected and qualified.
The terms
of Directors F. Scott Bauer, Edward T. Brown, James G. Chrysson, James O. Frye,
Lynn L. Lane, H. Lee Merritt, Jr., Stephen L. Robertson and W. Samuel Smoak
continued.
Proposal
2:
|
Advisory
(non-binding) approval of the compensation of the Company’s named
executive officers. This proposal received the following
votes.
|
For
|
Withheld
|
Abstain
|
Broker
Non-Vote
|
7,415,358
|
1,555,742
|
295,671
|
-
|
Based on
the votes set forth above, the compensation of the Company’s named executive
officers was approved by shareholders.
Proposal
3:
|
Stockholder
Proposal to Eliminate Staggered Director Terms and require that all
directors stand for election annually. This proposal received the
following votes:
|
For
|
Withheld
|
Abstain
|
Broker
Non-Vote
|
2,825,534
|
6,174,144
|
267,093
|
-
|
Based on
the votes set forth above, the stockholder proposal was not approved by
shareholders.
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, Southern Community
Financial Corporation has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
|
Southern
Community Financial Corporation
|
|
|
|
|
|
|
By:
|
/s/
James Hastings
|
|
|
|
Name:
James Hastings
|
|
|
|
Title:
Executive Vice President and Chief Financial
Officer
|
|
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