UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15 (d) of
The Securities and Exchange Act of 1934
The Securities and Exchange Act of 1934
DATE OF REPORT:
May 19, 2011
(Date of Earliest Event Reported)
May 19, 2011
(Date of Earliest Event Reported)
Independent Bank Corp.
Exact name of registrant as specified in its charter
Massachusetts | 1-9047 | 04-2870273 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
Office Address: 2036 Washington Street, Hanover Massachusetts 02339
Mailing Address: 288 Union Street, Rockland, Massachusetts 02370
(Address of Principal Executive Offices)
Mailing Address: 288 Union Street, Rockland, Massachusetts 02370
(Address of Principal Executive Offices)
02370
(Zip Code)
(Zip Code)
NOT APPLICABLE
(Former Address of Principal Executive Offices)
(Former Address of Principal Executive Offices)
781-878-6100
(Registrants Telephone Number, Including Area Code)
(Registrants Telephone Number, Including Area Code)
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | 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 |
Shareholders voted upon the matters set forth below at the Companys 2011 Annual Shareholders
Meeting held on May 19, 2011. Voting results are, when applicable, reported by rounding fractional share voting up or
down to the nearest round number.
(1) Proposal
to Reelect William P. Bissonnette, Daniel F. OBrien, Christopher Oddleifson, Robert
D. Sullivan and Brian S. Tedeschi to serve as Class III
Directors. All nominees were reelected, and the results of the voting on
this proposal were as follows:
For | Withheld | Broker Non-Votes | ||||||||||
William P. Bissonnette |
14,621,088 | 326,187 | 3,941,052 | |||||||||
Daniel F. OBrien |
14,620,911 | 326,364 | 3,941,052 | |||||||||
Christopher Oddleifson |
14,435,030 | 512,244 | 3,941,052 | |||||||||
Robert D. Sullivan |
14,378,058 | 569,217 | 3,941,052 | |||||||||
Brian S. Tedeschi |
14,381,346 | 565,928 | 3,941,052 |
(2) Proposal to ratify the appointment of Ernst & Young LLP as the Companys independent registered
public accounting firm for 2011. The proposal was approved, and the results of the voting on this proposal were as follows:
For | Against | Abstain | Broker Non-Votes | |||
18,605,532
|
24,354 | 258,440 | 0 |
(3) Proposal to add 850,000 shares of our common stock to the shares which may be issued pursuant
to our 2005 Employee Stock Plan. The proposal was approved, and the results of the voting on this proposal were as follows:
For | Against | Abstain | Broker Non-Votes | |||
13,795,307 | 885,769 | 266,198 | 3,941,052 |
(4) Proposal to consider an advisory vote on the compensation of our named executive officers. The
results of the voting on this proposal were as follows:
For | Against | Abstain | Broker Non-Votes | |||
13,586,939 | 1,037,449 | 322,886 | 3,941,052 |
(5) Proposal to consider an advisory vote on whether shareholders should be requested to provide an
advisory vote on the compensation of our named executive officers every one, two, or three years.
The results of the voting on this proposal were as follows:
1 Year
|
9,935,222 | |||||
2 Years
|
151,139 | |||||
3 years
|
4,560,867 | |||||
Abstain
|
300,046 | |||||
Broker Non-Votes
|
3,941,052 |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned and hereunto duly authorized.
INDEPENDENT BANK CORP. |
||||
DATE: May 25, 2011 | BY: | /s/ Edward H. Seksay | ||
Edward H. Seksay | ||||
General Counsel | ||||