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):  July 24, 2013

 

GRAPHIC

 

SCBT FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

South Carolina

(State or other jurisdiction of
incorporation)

 

001-12669

(Commission File
Number)

 

57-0799315

(IRS Employer
Identification No.)

 

520 Gervais Street
Columbia, South Carolina

(Address of principal executive offices)

 

29201

(Zip Code)

 

(800) 277-2175

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 (see General Instruction A.2. below):

 

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

 

On July 24, 2013, SCBT Financial Corporation (“SCBT”) held a special meeting of shareholders (the “special meeting”) in Columbia, South Carolina.  At the special meeting, there were present in person or by proxy 12,933,624 shares of SCBT’s common stock, representing 75.94% of the total outstanding eligible votes.  At the special meeting, the shareholders of SCBT were asked to vote on (1) the approval of the Agreement and Plan of Merger by and between SCBT and First Financial Holdings, Inc. (“First Financial”), pursuant to which First Financial and SCBT will merge (the “SCBT merger proposal”), (2) the name change of SCBT to “First Financial Holdings, Inc.” effective only upon completion of the merger (the “name change proposal”), and (3) adjournment of the SCBT special meeting, if necessary or appropriate, to solicit additional proxies in favor of the SCBT merger proposal and/or the name change proposal.  Of the shares voted, 99.41% were voted in favor of the merger proposal and 96.70% were voted in favor of the name change proposal.  The voting results for each proposal are as follows:

 

1) Approval of the SCBT merger proposal:

 

 

 

Votes

 

% of Shares
Outstanding

 

% of Shares 
Voted

 

 

 

 

 

 

 

 

 

Voting For

 

12,856,650

 

75.49

%

99.41

%

Voting Against

 

32,715

 

0.19

%

0.25

%

Abstain From Voting

 

43,547

 

0.26

%

0.34

%

Uncast

 

712

 

0.00

%

 

 

Total

 

12,933,624

 

75.94

%

100.00

%

 

2) Approval of the name change proposal:

 

 

 

Votes

 

% of Shares
Outstanding

 

% of Shares
Voted

 

 

 

 

 

 

 

 

 

Voting For

 

12,505,797

 

73.43

%

96.70

%

Voting Against

 

357,349

 

2.10

%

2.76

%

Abstain From Voting

 

70,478

 

0.41

%

0.54

%

Total

 

12,933,624

 

75.94

%

100.00

%

 

3) Approval of the meeting adjournment proposal:

 

The meeting adjournment proposal was withdrawn, as sufficient votes were cast at the special meeting to approve the SCBT merger proposal and the name change proposal.

 

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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.

 

 

 

SCBT FINANCIAL CORPORATION

 

(Registrant)

 

 

 

 

Date:

July 25, 2013

/s/ John C. Pollok

 

John C. Pollok

 

Senior Executive Vice President,

 

Chief Financial Officer and

 

Chief Operating Officer

 

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