The Annual Meeting of Shareholders of National HealthCare Corporation was held on May 3, 2012. The following is a summary of the matters voted upon by the Company's shareholders at the Annual Meeting and the related results:

Proposal I:

Election of Directors.


The re-elections of J. Paul Abernathy and Robert G. Adams as directors for terms
of three years or until their successors are duly elected and qualified.


                                            For      Withheld
                      J. Paul Abernathy  11,842,943  758,438
                      Robert G. Adams    12,377,682  223,699

Proposal II:

Shareholder Proposal

A shareholder proposal to declassify the board of directors.

For Against Abstain 4,035,269 8,541,428 24,684