Attached files
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| EX-99.1 - EX-99.1 - Guaranty Bancorp | gbnk-20160504xex99_1.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): May 3, 2016
Guaranty Bancorp
(Exact name of registrant as specified in its charter)
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Delaware |
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000-51556 |
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41-2150446 |
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(State or other jurisdiction of |
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(Commission |
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(IRS Employer |
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incorporation) |
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File Number) |
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Identification No.) |
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1331 Seventeenth St., Suite 200 Denver, CO |
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80202 |
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(Address of principal executive offices) |
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(Zip Code) |
(303) 675-1194
(Registrant’s telephone number, including area code)
None
(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
On May 3, 2016, Guaranty Bancorp (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). The proposals voted on at the Annual Meeting and the final voting results are as follows:
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1) |
Proposal 1. With respect to the proposal to elect nine members of the Company’s Board of Directors, the following persons were elected to serve as directors of the Company and received the number of votes set forth opposite their respective names: |
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Nominee |
For |
Against |
Abstain |
Broker Non-Votes |
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Edward B. Cordes |
17,893,724 | 68,941 | 388 | 1,306,242 |
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John M. Eggemeyer |
17,885,253 | 77,412 | 388 | 1,306,242 |
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Keith R. Finger |
17,893,793 | 68,872 | 388 | 1,306,242 |
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Stephen D. Joyce |
17,813,121 | 149,544 | 388 | 1,306,242 |
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Gail H. Klapper |
16,761,630 | 1,201,035 | 388 | 1,306,242 |
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Stephen G. McConahey |
16,900,452 | 1,062,213 | 388 | 1,306,242 |
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Paul W. Taylor |
17,885,988 | 76,677 | 388 | 1,306,242 |
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W. Kirk Wycoff |
17,803,681 | 158,984 | 388 | 1,306,242 |
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Albert C. Yates |
17,731,832 | 230,833 | 388 | 1,306,242 |
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2) Proposal 2. The proposal to ratify the appointment of Crowe Horwath LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2016 was approved by the following vote: |
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For |
Against |
Abstain |
Non-Votes |
| 19,227,495 | 41,780 | 20 |
- |
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3) Proposal 3. The proposal to approve the compensation of the Company’s named executive officers (“Say-on-Pay”) was approved by the following vote: |
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For |
Against |
Abstain |
Non-Votes |
| 13,886,113 | 3,639,299 | 437,641 | 1,306,242 |
Item 7.01 Regulation FD Disclosure.*
On May 3, 2016, the Company issued a press release announcing that its Board of Directors declared a quarterly cash dividend of $0.115 per common share payable on May 20, 2016 to stockholders of record as of the close of business on May 13, 2016. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.
* The information furnished under Item 7.01 of this Current Report on Form 8-K, including the exhibit attached hereto and incorporated by reference into this Item 7.01, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall it be deemed incorporated by reference into any registration statement or other filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is filed with this Current Report on Form 8-K:
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Exhibit No. |
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Description |
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Exhibit 99.1 |
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Press Release dated May 3, 2016 |
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.
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GUARANTY BANCORP |
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By: |
/s/ Christopher G. Treece |
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Name: Christopher G. Treece |
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Title: Executive Vice President, Chief Financial Officer and Secretary |
Date: May 4, 2016
INDEX TO EXHIBITS
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Exhibit No. |
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Description |
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Exhibit 99.1 |
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Press Release dated May 3, 2016 |