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SMBC > SEC Filings for SMBC > Form 8-K on 2-Nov-2012All Recent SEC Filings

Show all filings for SOUTHERN MISSOURI BANCORP INC

Form 8-K for SOUTHERN MISSOURI BANCORP INC


2-Nov-2012

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Su


Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

As noted under Item 5.07 of this Current Report on Form 8-K, at the annual meeting of shareholders of Southern Missouri Bancorp, Inc. (the "Company") held on October 29, 2012, the Company's shareholders approved an amendment to Article III of the Company's articles of incorporation to increase the authorized number of shares of common stock from 4,000,000 to 8,000,000. The amendment became effective upon the filing by the Company of a certificate of amendment with the Secretary of State of the State of Missouri on November 2, 2012. A copy of the certificate of amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.



Item 5.07 Submission of Matters to a Vote of Security Holders

As noted above, on October 29, 2012, the Company held its annual meeting of shareholders. The results of the vote at the meeting are as follows:

(Proposal 1) The election of the following nominees as directors of the Company, each for a three-year term:

(a) L. Douglas Bagby:

BROKER
                         FOR    WITHELD NON-VOTES
                      2,029,063 197,331  796,090

(b) Samuel H. Smith:
                                         BROKER
                         FOR    WITHELD NON-VOTES
                      2,029,619 196,775  796,090

(c) Greg A. Steffens:
                                         BROKER
                         FOR    WITHELD NON-VOTES
                      2,123,194 103,200  796,090


(d) David J. Tooley
                                         BROKER
                         FOR    WITHELD NON-VOTES
                      2,097,151 85,205   796,090

(Proposal 2) Advisory (non-binding) vote to approve executive compensation:

BROKER
FOR AGAINST ABSTAIN NON-VOTES
2,048,480 100,986 76,928 796,090

(Proposal 3) Advisory (non-binding) vote on the frequency of future advisory votes to approve executive compensation:

VOTES FOR VOTES FOR VOTES FOR BROKER
1 YEAR 2 YEARS 3 YEARS ABSTAIN NON-VOTES
1,825,222 184,933 139,686 76,553 796,090

(Proposal 4) The approval of an amendment to the Company's articles of incorporation to increase the number of authorized shares of common stock from 4,000,000 to 8,000,000:

BROKER
FOR AGAINST ABSTAIN NON-VOTES
2,832,436 116,294 67,154 6,600

(Proposal 5) The ratification of the appointment of BKD, LLP as the Company's independent auditors for the fiscal year ending June 30, 2013:

BROKER
FOR AGAINST ABSTAIN NON-VOTES
2,953,834 2,813 65,837 -

On Proposal 1, each of Messrs. Bagby, Smith, Steffens and Tooley was elected for a three-year term to expire in 2015. The vote required to approve each of Proposal 2 and Proposal 5 was the affirmative vote of a majority of the votes cast on the proposal. Accordingly, Proposals 2 and 5 were approved. The vote required to approve Proposal 4 was the affirmative vote of the holders of a majority of the outstanding shares of the Company's common stock. Accordingly, Proposal 4 was approved. On Proposal 3, the most votes were cast in favor of holding future advisory votes to approve executive compensation every year. The Company has determined, in light of the results of the vote on Proposal 3, that the Company will hold an advisory vote to approve executive compensation every year until the next required vote on the frequency of future advisory votes on executive compensation.



Item 9.01 Financial Statements and Exhibits

The following exhibit is filed herewith:

Exhibit No. Description

3.1 Certificate of Amendment to Articles of Incorporation

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