cffi_Shareholder Vote

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) April 21, 2015

 

C&F FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

 

 

Virginia

000-23423

54-1680165

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

 

 

 

 

 

 

802 Main Street, West Point, Virginia

23181

(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

Director

    

For

    

Withheld

    

Broker
Non-Votes

 

Class I:

 

 

 

 

 

 

 

Larry G. Dillon

 

1,653,109 

 

302,377 

 

657,895 

 

James H. Hudson III

 

1,478,654 

 

476,832 

 

657,895 

 

C. Elis Olsson

 

1,875,374 

 

80,112 

 

657,895 

 

Class III:

 

 

 

 

 

 

 

Thomas F. Cherry

 

1,619,177 

 

336,309 

 

657,895 

 

 

 

 

    

For

    

Against

    

Abstention

    

Broker
Non-Votes

 

Approval of the Compensation of the Corporation’s Named Executive Officers

 

1,742,162 

 

84,337 

 

128,987 

 

657,895 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For

 

Against

 

Abstention

 

Broker
Non-Votes

 

Ratification of the Appointment of Yount, Hyde & Barbour, P.C. as the Corporation’s Independent Registered Public Accountant

 

2,473,913 

 

58,741 

 

80,727 

 

 

 

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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.

 

 

 

 

C&F FINANCIAL CORPORATION

 

REGISTRANT

 

 

 

 

Date:    April 27, 2015

By: /s/ Thomas F. Cherry

 

Thomas F. Cherry

 

President and Chief Financial Officer

 

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