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) April 21, 2015
C&F FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Virginia |
000-23423 |
54-1680165 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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802 Main Street, West Point, Virginia |
23181 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code (804) 843-2360
(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 5.07Submission of Matters to a Vote of Security Holders
C&F Financial Corporation (the Corporation) held its Annual Meeting of Shareholders on April 21, 2015. A quorum of shareholders was present, consisting of a total of 2,613,381 shares. Matters voted upon were (1) the election of three Class I directors to serve until the 2018 Annual Meeting of Shareholders and one Class III director to serve until the 2017 Annual Meeting of Shareholders, (2) approval, in an advisory, non-binding vote, of the compensation of the Corporation’s named executive officers and (3) ratification of the appointment of Yount, Hyde & Barbour, P.C. as the Corporation’s independent registered public accountant for the fiscal year ending December 31, 2015.
The four director nominees were elected and all other matters were approved by shareholders. The voting results with respect to each matter are set out below.
Election of Directors
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Director |
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For |
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Withheld |
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Broker |
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Class I: |
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Larry G. Dillon |
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1,653,109 |
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302,377 |
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657,895 |
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James H. Hudson III |
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1,478,654 |
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476,832 |
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657,895 |
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C. Elis Olsson |
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1,875,374 |
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80,112 |
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657,895 |
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Class III: |
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Thomas F. Cherry |
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1,619,177 |
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336,309 |
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657,895 |
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For |
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Against |
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Abstention |
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Broker |
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Approval of the Compensation of the Corporation’s Named Executive Officers |
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1,742,162 |
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84,337 |
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128,987 |
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657,895 |
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For |
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Against |
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Abstention |
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Broker |
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Ratification of the Appointment of Yount, Hyde & Barbour, P.C. as the Corporation’s Independent Registered Public Accountant |
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2,473,913 |
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58,741 |
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80,727 |
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0 |
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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.
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C&F FINANCIAL CORPORATION |
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REGISTRANT |
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Date: April 27, 2015 |
By: /s/ Thomas F. Cherry |
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Thomas F. Cherry |
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President and Chief Financial Officer |
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