0000914374-13-000011.txt : 20130426 0000914374-13-000011.hdr.sgml : 20130426 20130426131227 ACCESSION NUMBER: 0000914374-13-000011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130426 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20130426 DATE AS OF CHANGE: 20130426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHWEST BANCORP INC CENTRAL INDEX KEY: 0000914374 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 731136584 STATE OF INCORPORATION: OK FISCAL YEAR END: 1220 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34110 FILM NUMBER: 13786217 BUSINESS ADDRESS: STREET 1: 608 SOUTH MAIN STREET CITY: STILLWATER STATE: OK ZIP: 74074 BUSINESS PHONE: 4053722230 MAIL ADDRESS: STREET 1: 608 SOUTH MAIN STREET CITY: STILLWATER STATE: OK ZIP: 74074 8-K 1 oksb-20130426x8k.htm 8-K 4eb61d95c3664f2

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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 26, 2013 (April 24, 2013)

 

SOUTHWEST BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

Oklahoma

 

001-34110

 

73-1136584

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

 

608 South Main Street, Stillwater, Oklahoma

 

74074

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (405) 742-1800

 

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 5.07            Submission of Matters to a Vote of Security Holders

Election of Directors:   At the annual shareholders’ meeting of Southwest Bancorp, Inc. (the “Company”), held April 24, 2013, the shareholders of the Company re-elected twelve Directors, each for a term expiring at the 2014 annual shareholders’ meeting or such later time as his or her successor is elected and qualified.  The Directors elected and the shareholders’ vote in the election of each Director were as follows:

 

 

 

 

 

 

 

 

 

 

 

 


For

 


Withheld

 

Broker
Non-vote

James E. Berry II
22,236,432 

 
652,293 

 
2,002,282 

Thomas D. Berry
15,342,455 

 
771,322 

 
2,002,282 

John Cohlmia
15,605,075 

 
508,702 

 
2,002,282 

David S. Crockett Jr.
13,462,598 

 
2,651,179 

 
2,002,282 

Mark W. Funke
15,762,034 

 
351,743 

 
2,002,282 

J. Berry Harrison
15,580,022 

 
533,755 

 
2,002,282 

James M. Johnson
15,602,362 

 
511,415 

 
2,002,282 

David P. Lambert
15,481,977 

 
631,800 

 
2,002,282 

Larry J. Lanie
15,786,275 

 
327,502 

 
2,002,282 

Marran H. Ogilvie
13,544,707 

 
2,569,070 

 
2,002,282 

Robert B. Rodgers
13,374,047 

 
2,739,730 

 
2,002,282 

Russell W. Teubner
13,221,317 

 
2,892,460 

 
2,002,282 

 

The above reflects cumulative voting. There were 19,530,233 shares of common stock outstanding and entitled to vote at the annual meeting.  A total of 18,680,638 shares of common stock were represented at the meeting in person or by proxy, representing 95.6% of the shares outstanding and entitled to vote at the annual meeting.

 

 

 

Advisory Vote on Executive Compensation:  At the annual meeting, the shareholders also approved the compensation of the Company’s Chief Executive Officer, Chief Financial Officer, and three most highly compensated other executive officers.  The shareholder vote was as follows:

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-vote
15,556,502 

 
226,142 

 
316,383 

 
2,002,282 

 

 

 

Advisory Vote on Frequency of Advisory Vote on Executive Compensation:  At the annual meeting, the shareholders voted for every -one year as the preferred frequency for future advisory votes on executive compensation.  The shareholder vote was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

One Year

 

Two Years

 

Three Years

 

Abstain

 

Broker Non-vote
11,949,079 

 
90,098 

 
4,116,271 

 
522,908 

 
2,002,282 

 

 

 

 

Ratification of Appointment of Independent Registered Public Accounting Firm for 2013:  At the annual meeting, the shareholders also approved the engagement of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2013.  The shareholder vote was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain
18,201,719 

 
188,236 

 
290,683 

 

 

 

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.

 

April 26, 2013

 

 

SOUTHWEST BANCORP, INC.

By:  /s/ Mark W. Funke   
Name:  Mark W. Funke
Title:  President and CEO