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 25, 2011
 
VALLEY COMMERCE BANCORP
(Exact name of registrant as specified in its charter)
 
California
000-51949
46-1981399
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)

701 W. Main Street
Visalia, California
 
93291
(Address of principal executive offices)
(Zip Code)

 
Registrant’s telephone number, including area code:  (559) 622-9000
 
N/A
(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:
 
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.
 
At the Annual Meeting of Shareholders of Valley Commerce Bancorp (the “Company”) held on May 24, 2011, the shareholders voted on (i) the election of nine director nominees, (ii) a non-binding advisory vote on executive compensation, and (iii) the appointment of Perry-Smith LLP, to serve as the Company’s auditors for the fiscal year ending December 31, 2011.  These matters were submitted to a vote through the solicitation of proxies.  The results of the votes are set forth below:
 
 
1.
Election of Directors. In the election for directors, no candidates were nominated for election as a director other than the nominees of the Board of Directors whose names were set forth in the Company’s proxy statement dated April 12, 2011.  Set forth below is a tabulation of the votes cast in the election of directors with respect to each nominee for office:
 
Nominee
 
Votes For
Nominee
 
Votes
Withheld or
Against
Nominee
 
Abstentions
 
Broker
Non-Votes
                 
Walter A. Dwelle
   
1,192,621
   
13,974
   
n/a
   
226,825
Thomas A. Gaebe
   
1,192,621
   
13,974
   
n/a
   
226,825
Donald A. Gilles
   
1,184,115
   
22,480
   
n/a
   
226,825
Philip R. Hammond, Jr.
   
1,192,621
   
13,974
   
n/a
   
226,825
Russell F. Hurley
   
1,192,621
   
13,974
   
n/a
   
226,825
Fred P. LoBue, Jr.
   
1,192,621
   
13,974
   
n/a
   
226,825
Kenneth H. Macklin
   
1,192,621
   
13,974
   
n/a
   
226,825
Barry R. Smith
   
1,166,979
   
39,616
   
n/a
   
226,825
Allan W. Stone
   
1,190,191
   
16,404
   
n/a
   
226,825
  
 
2.
Approval of the non-binding advisory proposal concerning the compensation of the Company's executives. The Votes tabulated were:
 
For
 
Against
 
Abstain
 
Broker
Non-Vote
 
1,141,036
   
56,674
   
8,885
   
226,825
 
 
3.
Ratification of the appointment by the Board of Directors of Perry-Smith LLP, independent certified public accountants, to serve as the Company’s auditors for the fiscal year ending December 31, 2011. The votes tabulated were:
 
For
 
Against
 
Abstain
 
Broker
Non-Vote
 
1,432,326
   
n/a
   
1,094
   
n/a

 



 
 

 


 
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 hereunto duly authorized.
 
Dated: August 12, 2011
Valley Commerce Bancorp
 
 
By: /s/Roy O. Estridge
            Roy O. Estridge
            Executive Vice President and Chief Financial
            Officer and Chief Operating Officer