0001193125-14-139651.txt : 20140411 0001193125-14-139651.hdr.sgml : 20140411 20140411092600 ACCESSION NUMBER: 0001193125-14-139651 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140408 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20140411 DATE AS OF CHANGE: 20140411 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WILSON BANK HOLDING CO CENTRAL INDEX KEY: 0000885275 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 621497076 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20402 FILM NUMBER: 14758822 BUSINESS ADDRESS: STREET 1: 623 W MAIN STREET STREET 2: P.O. BOX 768 CITY: LEBANON STATE: TN ZIP: 37087 BUSINESS PHONE: 6154442265 MAIL ADDRESS: STREET 1: 623 W MAIN STREET STREET 2: P.O. BOX 768 CITY: LEBANON STATE: TN ZIP: 37087 8-K 1 d708648d8k.htm 8-K 8-K

 

 

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 11, 2014 (April 8, 2014)

 

 

WILSON BANK HOLDING COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

Tennessee   000-20402   62-1497076

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

623 West Main Street

Lebanon, Tennessee

   37087
(Address of principal executive offices)   (Zip Code)

(615) 444-2265

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

 

  ¨ 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 5.07 Submission of Matters to a Vote of Security Holders.

On April 8, 2014, Wilson Bank Holding Company (the “Company”) held its 2014 Annual Meeting of Shareholders (the “Shareholders Meeting”), for which the Board of Directors solicited proxies, at 7:00 p.m. (CDT) at the Company’s main office, 623 West Main Street, Lebanon, Tennessee 37087. At the Shareholders Meeting, the shareholders voted on the proposals as described in detail in the Company’s definitive proxy statement that the Company filed with the Securities and Exchange Commission on March 7, 2014 (the “Proxy Statement”). The proposals voted on and approved by the shareholders at the Shareholders Meeting were as follows:

(1) The election of three (3) Class I directors, named in the Proxy Statement, to serve as members of the Company’s Board of Directors for a term of three years until the Annual Meeting of Shareholders in 2017. Each such director was elected by the following tabulation:

 

     For      Against      Abstain  

Charles Bell

      4,151,077         15,214         0   

J. Randall Clemons

      4,151,288         12,250         2,753   

James Anthony Patton

      4,130,809         16,295         19,187   

In addition to the foregoing, the remaining directors not up for re-election at the 2014 Annual Meeting of Shareholders continue to serve on the Board of Directors.

(2) The ratification of the appointment of Maggart & Associates, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 was approved by the following tabulation:

 

For

  

Against

  

Abstain

4,129,915   20,503   15,873

(3) The advisory non-binding vote on the compensation of the Company’s executive compensation programs and practices, which were described in more detail in the Proxy Statement was approved by the following tabulation:

 

For

  

Against

  

Abstain

3,926,953   56,961   182,377

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.

 

WILSON BANK HOLDING COMPANY
By:  

/s/ J. Randall Clemons

J. Randall Clemons
President and Chief Executive Officer

Date: April 11, 2014

 

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