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 19, 2016

 

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 19, 2016. A quorum of shareholders was present, consisting of a total of 2,817,539 shares. Matters voted upon were (1) the election of four Class II directors to serve until the 2019 Annual Meeting of Shareholders, except for Mr. Lawson, who if elected, will serve until his mandatory retirement at the 2017 Annual Meeting of Shareholders as required by the Corporation’s bylaws, (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, 2016.

 

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 II:

 

 

 

 

 

 

 

Audrey D. Holmes

 

1,978,471 

 

51,292 

 

787,776 

 

Joshua H. Lawson

 

1,542,226 

 

487,537 

 

787,776 

 

James T. Napier

 

1,978,471 

 

51,292 

 

787,776 

 

Paul C. Robinson

 

1,865,920 

 

163,843 

 

787,776 

 

 

 

 

    

For

    

Against

    

Abstention

    

Broker
Non-Votes

 

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

 

1,822,006 

 

137,822 

 

69,935 

 

787,776 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For

 

Against

 

Abstention

 

Broker
Non-Votes

 

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

 

2,723,830 

 

9,177 

 

84,532 

 

 

 

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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 20, 2016

By: /s/ Thomas F. Cherry    

 

     Thomas F. Cherry

 

     President

 

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