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FCVA > SEC Filings for FCVA > Form 8-K on 23-Aug-2012All Recent SEC Filings

Show all filings for FIRST CAPITAL BANCORP, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for FIRST CAPITAL BANCORP, INC.


23-Aug-2012

Submission of Matters to a Vote of Security Holders


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

First Capital Bancorp, Inc. held its 2012 Annual Meeting of Stockholders on August 22, 2012. At the annual meeting, the Company's stockholders: (i) elected each of the persons listed below under Proposal 1 to serve as a Class III directors of the Company for a term that will continue until the 2015 Annual Meeting; (ii) approved an amendment to increase the number of shares reserved for issuance under the First Capital Bancorp, Inc. 2010 Stock Incentive Plan;
(iii) approved an amendment to the Articles of Incorporation to authorize the Board of Directors to effect a reverse stock split of common stock;
(iv) approved the advisory (non-binding) vote on compensation of the executives disclosed in the Company's 2012 Proxy Statement; and (v) ratified the appointment of Cherry Bekaert & Holland, L.L.P. as the Company's independent registered public account firm for 2012. The voting results for each proposal are as follows:

Proposal 1: To elect three Class III directors to serve until the 2015 Annual Meeting:

      Nominees:               Votes FOR       Votes WITHHELD       Broker Non-Votes
      Robert G. Watts, Jr.     8,152,521              267,705              2,300,675
      Debra L. Richardson      8,300,144              120,082              2,300,675
      John M. Presley          8,146,796              273,430              2,300,675

Proposal 2: Approval of an amendment to increase the number of shares reserved for issuance under the First Capital Bancorp, Inc. 2010 Stock Incentive Plan:

Votes FOR Votes AGAINST Votes ABSTAIN Broker Non-Votes 7,992,561 375,403 52,262 2,300,675

Proposal 3: Approval of an amendment to the Articles of Incorporation to authorize the Board of Directors to effect a reverse stock split of common stock:

Votes FOR Votes AGAINST Votes ABSTAIN Broker Non-Votes 10,024,845 593,869 53,360 48,827

Proposal 4: To approve, in an advisory (non-binding) vote, the compensation of executives disclosed in the Company's 2012 Proxy Statement:

Votes FOR Votes AGAINST Votes ABSTAIN Broker Non-Votes 8,119,538 49,296 51,932 2,300,675

Proposal 5: To ratify the appointment of Cherry Bekaert & Holland, L.L.P. as the Company's independent registered public accounting firm for 2012:

Votes FOR Votes AGAINST Votes ABSTAIN Broker Non-Votes 10,619,636 48,484 52,781 0


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