Current Report Filing (8-k)
May 13 2016 - 3:10PM
Edgar (US Regulatory)
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
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Date of Report (Date of earliest event reported):
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May 12, 2016
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First Bancorp
(Exact Name of Registrant as Specified in its
Charter)
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North Carolina
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0-15572
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56-1421916
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification Number)
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300 SW Broad Street,
Southern Pines, NC
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28387
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(Address of Principal Executive Offices)
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(Zip Code)
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(910) 246-2500
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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First Bancorp
INDEX
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Page
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Item 5.07 – Submission of Matters to a Vote of Security Holders
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3
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Signatures
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5
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2
Item 5.07 – Submission of Matters to a Vote of Security
Holders
On May 12, 2016, First Bancorp held its
annual meeting of shareholders. At the meeting, the Company’s shareholders: (i) elected each of the nine persons listed below
under Proposal 1 to serve as a director of the Company until the 2017 annual meeting; (ii) ratified the appointment of Elliott
Davis Decosimo, PLLC as the independent auditors of the Company for 2016; and (iii) approved, on a non-binding advisory basis,
the Company’s named executive officer compensation (“Say on Pay”).
The following table describes the results of the voting at the
annual meeting.
Proposal or Name of Nominee
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Shares
Voted “For”
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Shares
Voted
“Against”
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Shares
Withheld
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Shares
Abstained
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Broker
Non-
Votes
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Proposal 1: To elect nine nominees to the Board of Directors to serve until the 2017 annual meeting of shareholders, or until their successors are elected and qualified
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Daniel T. Blue, Jr.
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14,193,434
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—
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83,948
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—
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3,071,578
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Mary Clara Capel
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14,139,779
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—
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137,603
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—
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3,071,578
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James C. Crawford, III
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14,240,278
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—
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37,104
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—
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3,071,578
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Richard H. Moore
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14,183,904
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—
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93,478
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—
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3,071,578
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Thomas F. Phillips
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14,192,549
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—
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84,833
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—
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3,071,578
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O. Temple Sloan, III
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14,197,742
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—
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79,640
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—
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3,071,578
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Frederick L. Taylor II
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14,168,383
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—
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108,999
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—
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3,071,578
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Virginia C. Thomasson
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14,241,317
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—
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36,065
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—
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3,071,578
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Dennis A. Wicker
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10,016,388
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—
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4,260,994
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—
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3,071,578
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Proposal 2: To ratify the appointment of Elliott Davis Decosimo, PLLC as the independent auditors of the Company for 2016.
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17,217,317
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63,603
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—
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68,040
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—
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Proposal 3: To approve, on a non-binding advisory basis, the Company’s named executive officer compensation (“Say on Pay”).
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13,928,417
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275,925
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—
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73,040
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3,071,578
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3
Disclosures About Forward Looking Statements
The discussions included in this document and its exhibits
may contain forward looking statements within the meaning of the Private Securities Litigation Act of 1995, including Section 21E
of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933. Such statements involve known and unknown
risks, uncertainties and other factors that may cause actual results to differ materially. For the purposes of these discussions,
any statements that are not statements of historical fact may be deemed to be forward looking statements. Such statements are
often characterized by the use of qualifying words such as “expects,” “anticipates,” “believes,”
“estimates,” “plans,” “projects,” or other statements concerning opinions or judgments of
the Company and its management about future events. The accuracy of such forward looking statements could be affected by such
factors as, including but not limited to, the financial success or changing conditions or strategies of the Company’s customers
or vendors, fluctuations in interest rates, actions of government regulators, the availability of capital and personnel or general
economic conditions.
4
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 thereunto duly authorized.
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First Bancorp
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May 13, 2016
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By:
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/s/ Richard H. Moore
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Richard H. Moore
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Chief Executive Officer
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5
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