form8_k.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
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FORM 8-K
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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 24, 2013

ZIONS BANCORPORATION
(Exact name of registrant as specified in its charter)

UTAH
  
001-12307
  
87-0227400
(State of Incorporation)
  
(Commission File Number)
  
(IRS Employer Identification No.)
 
 
ONE SOUTH MAIN, 15th FLOOR,
SALT LAKE CITY, UTAH
  
84133
 
(Address of principal executive offices)
  
(Zip Code)
 
Registrant’s telephone number, including area code 801-524-4787

N/A
 
(Former name or former address, if changed since last report.)
 
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 240.13a-4(c))
 
 
 
 


ITEM 5.07                                Submission of Matters to a Vote of Security Holders

Zions Bancorporation (the “Company”) held its Annual Meeting of Shareholders on May 24, 2013. At the meeting, shareholders elected 10 directors for a term of one year; ratified the appointment of Ernst & Young LLP as the Company’s independent auditor; approved, on a nonbinding advisory basis, the compensation paid to the Company’s executive officers with respect to the fiscal year ended December 31, 2013; recommended, on a nonbinding advisory basis, an annual frequency for the shareholder nonbinding vote to approve executive compensation; and voted to reject a shareholder proposal requesting the Company’s Board of Directors to establish a policy requiring that the Board’s chairman be an “independent director”.

The results were as follows:

1.  
Shareholders elected 10 director nominees for a one-year term

 
DIRECTOR
VOTES FOR
VOTES AGAINST
ABSTENTIONS
 
Jerry C. Atkin
133,334,715
2,580,502
341,448
 
R. D. Cash
133,370,846
2,533,729
350,192
 
Patricia Frobes
134,988,424
974,213
294,078
 
J. David Heaney
135,318,503
646,156
291,781
 
Roger Porter
132,904,977
3,001,699
348,476
 
Stephen D. Quinn
134,849,970
1,032,292
374,290
 
Harris H. Simmons
133,118,152
2,653,400
485,244
 
L. E. Simmons
133,954,163
2,072,272
230,568
 
Shelley Thomas Williams
133,304,644
2,652,829
299,242
 
Steven C. Wheelwright
135,034,411
858,687
363,429
 

 
2.  
Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm to audit the Company’s financial statements for the current fiscal year

Votes For
Votes Against
Abstentions
153,123,368
1,721,412
173,418
 
 
3.  
Shareholders approved, on a nonbinding advisory basis, the compensation paid to the Company’s named executive officers with respect to the fiscal year ended December 31, 2012

Votes For
Votes Against
Abstentions
132,337,410
3,292,500
632,120


4.  
Shareholders recommended, on a nonbinding advisory basis, an annual frequency for the shareholder nonbinding vote to approve executive compensation

1 year
2 years
3 years
Abstain
126,046,037
466,310
9,105,272
643,630
 
5.  Shareholders rejected a shareholder proposal requesting the Board of Directors to establish a policy requiring that the Board’s chairman be an “independent director” as defined by the rules of the New York Stock Exchange and National Association of Securities Dealers, and an individual who has not previously served as an executive officer of the Company

Votes For
Votes Against
Abstentions
45,562,180
89,753,285
946,272

 
 
 
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.
 
 
 
ZIONS BANCORPORATION
     
Date: May 30, 2013
By:
/s/ THOMAS E. LAURSEN
   
Name:    Thomas E. Laursen
   
Title:       Executive Vice President and
                General Counsel