-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q7mQJ3pXKv5QF+s0OGI7qHxjpmHL5zVIi34F21UOWLqYD1OjsJ56KWKKMFY4rfBo 2Gcaq3FG3luR1dy9odMXJA== 0001206774-10-001166.txt : 20100504 0001206774-10-001166.hdr.sgml : 20100504 20100504104554 ACCESSION NUMBER: 0001206774-10-001166 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100429 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20100504 DATE AS OF CHANGE: 20100504 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENTERPRISE FINANCIAL SERVICES CORP CENTRAL INDEX KEY: 0001025835 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 431706259 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15373 FILM NUMBER: 10795450 BUSINESS ADDRESS: STREET 1: 150 NORTH MERAMEC STREET 2: 150 NORTH MERAMEC CITY: CLAYTON STATE: MO ZIP: 63105 BUSINESS PHONE: 3147255500 MAIL ADDRESS: STREET 1: 150 NORTH MERAMEC STREET 2: 150 NORTH MERAMEC CITY: CLAYTON STATE: MO ZIP: 63105 FORMER COMPANY: FORMER CONFORMED NAME: ENTERBANK HOLDINGS INC DATE OF NAME CHANGE: 19961024 8-K 1 enterprise_8k.htm CURRENT REPORT enterprise_8k.htm

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 29, 2010
 
ENTERPRISE FINANCIAL SERVICES CORP
(Exact name of registrant as specified in its charter)
 
Delaware 001-15373 43-1706259
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)

150 N. Meramec, St. Louis, Missouri 63105
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code
(314) 725-5500
 
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:
 
¨ 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 5.02.   Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

Enterprise Financial Service Corp’s (the “Company’s”) Chief Executive Officer, Peter Benoist, has voluntarily offered to reduce his base compensation by $120,000.00 per year by eliminating the salary stock compensation that he began receiving at the beginning of the fiscal year. Following such reduction, Mr. Benoist’s annual rate of base compensation will be $425,000.00. The reduction in base compensation was effective April 29, 2010.
 
Item 5.07. Submission of Matters to a Vote of Security Holders
 
The annual meeting of shareholders of Enterprise Financial Services Corp (the “Company”) was held on April 29, 2010. Proxies were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. There was no solicitation in opposition to management’s nominees for Directors and all nominees were elected. The following proposals were submitted by the Board of Directors to a vote of security holders and the final results of the voting on each proposal is noted below.
 
ELECTION OF DIRECTORS*
 
For       Withheld       Broker Non-Votes
Peter F. Benoist 8,078,362 111,568 3,034,791
James J. Murphy, Jr. 8,064,587 125,343 3,034,791
Michael A. DeCola 8,121,808 68,122 3,034,791
William H. Downey 8,078,461 111,469   3,034,791
John S. Eulich 8,103,663 86,267 3,034,791
Robert E. Guest, Jr. 8,098,291 91,639 3,034,791
Lewis A. Levey   8,081,967 107,963 3,034,791
Birch M. Mullins 8,099,596 90,334 3,034,791
Brenda D. Newberry 8,093,925   96,005 3,034,791
John M. Tracy 8,097,028 92,902 3,034,791
Sandra A. Van Trease 8,026,426 163,504 3,034,791
Henry D. Warshaw 8,111,297 78,633 3,034,791

*Vote tally for Directors is reported on a non-cumulative basis.
 
PROPOSAL: AN ADVISORY (NON-BINDING) VOTE APPROVING EXECUTIVE COMPENSATION
 
For       Against       Abstain       Broker Non-Votes
10,105,584 474,631 643,506 3,034,791



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.
 
ENTERPRISE FINANCIAL SERVICES CORP
 
By:  
   
Date:   May 4, 2010   /s/   Deborah N. Barstow  
        Deborah N. Barstow  
        Senior Vice President and Controller  


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