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

Pioneer Bankshares, Inc. ("Company") held its annual shareholders' meeting on Wednesday, May 16, 2012. At the annual meeting, shareholders elected each of the persons listed below to serve as a director of the Company for a term of three years and to continue in office until a successor has been elected or until his resignation or removal in such a manner as prescribed by the Articles of Incorporation of the Company. The independent inspectors of election reported the following totals as the final vote for each director elected:

Proposal 1: Election of Directors.

Votes Votes Votes Votes Broker Nominees For Against Withheld Abstained Non-Votes

Patricia G. Baker 757,697 - 102,666 - - Kyle L. Miller 756,769 - 103,594 - - Robert E. Long 756,769 - 103,594 - -

There were no other items of business requiring a vote of security holders at this meeting.

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