Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE - Florida Bank Group, Inc. | d343087dex991.htm |
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): April 25, 2012
Florida Bank Group, Inc.
(Exact name of registrant as specified in its charter)
Commission File Number: 000-53813
| Florida | 20-8732828 | |
| (State or other jurisdiction of incorporation) |
(IRS Employer Identification No.) |
201 N. Franklin Street
Suite 100
Tampa, FL 33602
(Address of principal executive offices, including zip code)
(813) 367-5270
(Registrant’s telephone number, including area code)
(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:
| ¨ | 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)) |
Section 2 — Financial Information
Item 2.02 Results of Operation and Financial Condition.
On May 1, 2012, Florida Bank Group, Inc. (the “Company”) announced that it will release a recorded call which will review its quarterly results for the quarter ended March 31, 2012. The recorded call and an investor presentation will be available in the “About Us” section of the company’s website at www.flbank.com, starting at 8:00 a.m., Eastern Time on Wednesday, May 2, 2012, thru Tuesday, May 15, 2012. A copy of the related press release is furnished as Exhibit 99.1. The information included herein, as well as Exhibit 99.1 referenced herein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) nor shall it be deemed incorporated by reference in filings under the Securities Act of 1933 (the “Securities Act”).
Section 5 — Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders
At the 2012 Annual Meeting, the Company’s shareholders voted on the following:
(1) Election of the below-named nominees to the Board of Directors of the Company:
| Number of Votes | ||||||||
| Nominee |
FOR | Withheld | ||||||
| N. Troy Fowler |
18,349,455 | 1,209,980 | ||||||
| Thomas E. Gibbs |
18,920,502 | 638,933 | ||||||
| Paul Johan |
18,939,535 | 619,900 | ||||||
| Lewis S. Lee, Jr. |
18,920,502 | 638,933 | ||||||
| D. Scott Luttrell |
18,939,535 | 619,900 | ||||||
| Susan Martinez |
18,939,535 | 619,900 | ||||||
| Robert Rothman |
18,927,735 | 631,700 | ||||||
| Lisa Smithson |
18,939,535 | 619,900 | ||||||
| Charles Tomm |
18,920,502 | 638,933 | ||||||
Nominees were elected, with an average of 96.5% of shares voted cast for approval.
(2) Approval of an advisory (non-binding) proposal on executive compensation.
| Number of Votes FOR | Number of Votes Against |
Abstentions | Broker Non-Votes | |||||||||||
| 18,875,992 | 648,047 | 35,396 | — | |||||||||||
Matter approved by shareholders with 96.7% of shares voted cast in favor of the proposal.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements And Exhibits.
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | Press Release, dated May 1, 2012, with respect to Florida Bank Group, Inc.’s Announced Call to Review Quarterly Financial Results. | |
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.
| Florida Bank Group, Inc. | ||||
| Date: May 1, 2012 | By: | /s/ GARY J. WARD | ||
| Gary J. Ward | ||||
| Chief Financial Officer | ||||