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): June 3, 2013
FOUR OAKS FINCORP, INC.
(Exact name of registrant as specified in its charter)
North Carolina | 000-22787 | 56-2028446 | |||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) | |||
6114 U.S. 301 South | |||||
Four Oaks, North Carolina | 27524 | ||||
(Address of principal executive offices) | (Zip Code) | ||||
(919) 963-2177
Registrant's telephone number, including area code
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:
[ ] 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. |
Four Oaks Fincorp, Inc. (the “Company”) held its Annual Meeting of Shareholders on June 3, 2013. The shareholders considered five proposals, each of which is described in more detail in the Company's definitive proxy statement dated May 3, 2013.
Proposal 1: To elect nine nominees to the Company's Board of Directors. The votes were cast as follows:
For | Withheld | Broker Non-Votes | |||
Robert Gary Rabon | 3,689,904 | 321,806 | 1,610,098 | ||
William J. Edwards | 3,677,770 | 333,940 | 1,610,098 | ||
John H. Lampe, II | 3,638,328 | 373,382 | 1,610,098 | ||
Percy Y. Lee | 3,637,835 | 373,875 | 1,610,098 | ||
Ayden R. Lee, Jr. | 3,628,243 | 383,467 | 1,610,098 | ||
Warren L. Grimes | 3,491,294 | 520,416 | 1,610,098 | ||
Michael A. Weeks | 3,552,182 | 459,529 | 1,610,098 | ||
Dr. R. Max Raynor, Jr. | 3,509,816 | 501,894 | 1,610,098 | ||
Paula Canaday Bowman | 3,493,316 | 518,394 | 1,610,098 | ||
All director nominees were duly elected.
Proposal 2: To ratify the appointment of Cherry Bekaert LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013. The votes were cast as follows:
For | Against | Abstain | ||
5,405,513 | 172,560 | 43,734 | ||
Proposal 2 was approved.
Proposal 3: To approve an amendment to the Articles of Incorporation of the Company, as amended, increasing the number of authorized shares of the Company's common stock from 20,000,000 to 80,000,000. The votes were cast as follows:
For | Against | Abstain | ||
4,534,483 | 899,565 | 187,760 | ||
Proposal 3 was approved.
Proposal 4: To vote, on an advisory (nonbinding) basis, to approve executive compensation. The votes were cast as follows:
For | Against | Abstain | Broker Non-Votes | |||
3,369,644 | 476,740 | 165,325 | 1,610,098 | |||
Proposal 4 was approved.
Proposal 5: To vote, on an advisory (nonbinding) basis, on the frequency of future shareholder advisory votes to approve executive compensation. The votes were cast as follows:
One Year | Two Years | Three Years | Abstain | Broker Non-Votes | ||||
3,362,396 | 127,634 | 164,144 | 357,536 | 1,610,098 | ||||
The shareholders approved, on an advisory (nonbinding) basis, an annual advisory vote on executive compensation. In light of these results, which are consistent with the Company's recommendation, the Company will hold an advisory (nonbinding) vote on executive compensation every year until such time as the next advisory (nonbinding) vote regarding the frequency of advisory (nonbinding) votes on executive compensation is submitted to the Company's shareholders.
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.
FOUR OAKS FINCORP, INC.
By: /s/ Nancy S. Wise
Nancy S. Wise
Executive Vice President,
Chief Financial Officer
Date: June 6, 2013