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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 28, 2011
SOUTHWEST BANCORP, INC.
(Exact name of registrant as specified in its charter)
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Oklahoma
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000-23064
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73-1136584 |
(State or other jurisdiction
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(Commission file
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(IRS Employer |
of incorporation)
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number)
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Identification No) |
608 South Main Street, Stillwater, Oklahoma 74074
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (405) 372-2230
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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 Southwests annual shareholders meeting, held April 28,
2011, the shareholders of Southwest re-elected all twelve Directors each for a term expiring at the
2012 annual shareholders meeting or such later time as his successor is elected and qualified. The
Directors elected and the shareholders vote in the election of each Director were as follows:
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Broker |
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For |
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Withheld |
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Non-vote |
James E. Berry II |
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13,445,344 |
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503,818 |
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0 |
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Tom D. Berry |
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13,347,702 |
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601,460 |
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0 |
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Joe Berry Cannon |
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13,252,749 |
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696,413 |
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0 |
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John Cohlmia |
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13,550,952 |
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398,211 |
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0 |
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David S. Crockett, Jr. |
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13,548,495 |
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400,668 |
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0 |
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Rick Green |
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13,465,623 |
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483,539 |
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0 |
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J. Berry Harrison |
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13,411,415 |
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537,747 |
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0 |
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James M. Johnson |
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13,547,504 |
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401,659 |
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0 |
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David P. Lambert |
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13,479,052 |
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470,110 |
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0 |
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Linford R. Pitts |
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13,469,577 |
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479,585 |
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0 |
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Robert B. Rodgers |
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13,483,486 |
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465,677 |
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0 |
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Russell W. Teubner |
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13,461,314 |
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487,849 |
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0 |
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There were 19,437,988 shares of common stock outstanding and entitled to vote at the meeting. A
total of 16,059,205 shares of common stock were represented at the meeting in person or by proxy,
representing 82.6% of the shares outstanding and entitled to vote at the meeting.
Ratification of Appointment of Independent Registered Public Accounting Firm for 2011: At
the annual meeting, shareholders also approved the engagement of Ernst & Young LLP as Southwests
independent registered public accounting firm for 2010. The shareholder vote was as follows:
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Broker |
For |
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Against |
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Abstain |
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Non-vote |
15,917,367 |
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109,531 |
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32,307 |
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0 |
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Advisory Vote on Executive Compensation: At the annual meeting, the shareholders also
approved the compensation of Southwests Chief Executive Officer, Chief Financial Officer, and
three most highly compensated other executive officers. The shareholder vote was as follows:
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Broker |
For |
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Against |
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Abstain |
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Non-vote |
13,443,860 |
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472,671 |
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32,631 |
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0 |
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Item 7.01 Regulation FD Disclosure.
The information disclosed under Item 5.07 is incorporated in this item by reference.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of businesses acquired. Not applicable.
(b) Pro forma financial information. Not applicable.
(c) Exhibits. Not applicable.
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.
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SOUTHWEST BANCORP, INC.
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By: |
/s/ Rick Green
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Rick Green |
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President and
Chief Executive Officer |
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Dated: May 3, 2011