Attached files

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EX-99.1 (A) - PDF OF PRESS RELEASE - Capitol Federal Financial, Inc.cffn-20140123ex991aa9b42.pdf
EX-99.1 (B) - PDF OF ANNUAL MEETING SLIDE PRESENTATION - Capitol Federal Financial, Inc.cffn-20140123ex991bceecb.pdf
EX-99.2 - PDF OF PRESS RELEASE - Capitol Federal Financial, Inc.cffn-20140123ex992aa3fff.pdf
EX-99.1 (A) - PRESS RELEASE ANNOUNCING ANNUAL MEETING PRESENTATION AVAILABILITY - Capitol Federal Financial, Inc.cffn-20140123ex991a6de69.htm
EX-99.1 (B) - ANNUAL MEETING SLIDE PRESENTATION - Capitol Federal Financial, Inc.cffn-20140123ex991b4f98f.htm
EX-99.2 - PRESS RELEASE ANNOUNCING DIVIDEND - Capitol Federal Financial, Inc.cffn-20140123ex9923b1812.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)

January  17, 2014

 

 

CAPITOL FEDERAL FINANCIAL, INC.

 

(Exact name of Registrant as specified in its Charter)

 

 

 

 

 

Maryland

001-34814

27-2631712

 

 

 

 

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification Number)

 

 

700 Kansas Avenue Topeka, Kansas 66603

(Address of principal executive offices) (Zip Code)

 

 

Registrant's telephone number, including area code:

(785) 235-1341

 

 

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

 

Capitol Federal Financial, Inc. (the “Company”) held its Annual Meeting of Stockholders on January 21, 2014 (the “Annual Meeting”)Holders of record of the Company’s common stock at the close of business on December 6, 2013 were entitled to vote on three items at the Annual Meeting.  Stockholders elected Jeffrey M. Johnson,  Michael T. McCoy, M.D., and Marilyn S. Ward each to a three-year term as director.  The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s proxy statement for the Annual Meeting.  The stockholders also ratified the appointment of Deloitte & Touche, LLP as the Company’s independent auditors for the fiscal year ending September 30, 2014 The final voting results of each item are set forth below.


 

 

 

 

 

 

 

 

 

Number of Votes

 

For

 

Withheld

 

Broker Non-Votes

Proposal 1.

 

 

 

 

 

Election of the following directors for the terms indicated:

 

 

 

 

 

Jeffrey M. Johnson (three years)

122,999,437 

 

2,197,470 

 

16,048,537 

Michael T. McCoy, M.D. (three years)

114,533,333 

 

10,663,575 

 

16,048,537 

Marilyn S. Ward (three years)

121,749,572 

 

3,447,335 

 

16,048,537 

 

 

 

 

 

 

The following directors had their term of office continue after the meeting:

 

 

 

 

 

John B. Dicus

 

 

 

 

 

Morris J. Huey, II

 

 

 

 

 

James G. Morris

 

 

 

 

 

Reginald L. Robinson

 

 

 

 

 

Jeffrey R. Thompson

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of Votes

 

For

 

Against

 

Abstained

 

Broker Non-Votes

Proposal 2.

 

 

 

 

 

 

 

Stockholder approval, on advisory basis, of executive compensation

121,188,843 

 

2,923,951 

 

1,084,109 

 

16,048,543 

 

 

 

 

 

 

 

 

Proposal 3.

 

 

 

 

 

 

 

Ratification of Deloitte & Touche LLP as auditors

139,098,593 

 

1,669,561 

 

477,288 

 

 

 

ITEM 7.01 REGULATION FD DISCLOSURE

 

On January 17, 2014, the Company issued the press release attached hereto as Exhibit 99.1(a) and incorporated herein by reference announcing the availability of the Company’s Annual Meeting presentation on the Company’s website at 10:00 a.m. Central time on January 21, 2014.  Attached hereto as Exhibit 99.1(b) and incorporated herein by reference are the slides for the Company’s presentation at the Annual Meeting.

 

On January 21, 2014, the Company issued the press release attached hereto as Exhibit 99.2 and incorporated herein by reference announcing a cash dividend of $0.075 per share, payable on February 21, 2014 to holders of record of the Company’s common stock as of the close of business on February 7, 2014.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

 

Exhibit 99.1(a) - Annual Meeting Presentation Availability Press Release dated January 17, 2014

 

Exhibit 99.1(b) - Annual Meeting Slide Presentation

 

Exhibit 99.2 - Dividend Press Release dated January 21, 2014

 

 

 


 

 

 

 

 

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.

 

 

 

 

CAPITOL FEDERAL FINANCIAL, INC.

Date:  January  23, 2014

By: /s/ Kent G. Townsend

 

 

 

 

 

Kent G. Townsend, Executive Vice-President,

 

Chief Financial Officer, and Treasurer