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HBHC > SEC Filings for HBHC > Form 8-K on 15-Apr-2013All Recent SEC Filings

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Form 8-K for HANCOCK HOLDING CO


15-Apr-2013

Submission of Matters to a Vote of Security Holders


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

Hancock Holding Company (the "Company") held its 2013 annual meeting of shareholders (the "Annual Meeting") on April 12, 2013 in Gulfport, Mississippi. As of February 28, 2013, the record date for the meeting, the Company had 86,595,114 shares of common stock outstanding and entitled to vote. Of that number, 76,753,847 shares were represented in person or by proxy at the Annual Meeting. The Company's shareholders voted on the following three proposals at the Annual Meeting, casting their votes as described below.

Proposal 1: Election of Directors

Each of the individuals listed below was elected at the Annual Meeting to serve a three-year term on the Company's Board of Directors expiring in 2016, as indicated below.

    Nominees for a
    Three-Year Term            Votes For        Votes Withheld       Broker Non-votes
    James B. Estabrook, Jr.     66,930,158              858,914              8,964,775
    Hardy B. Fowler             67,076,353              712,719              8,964,775
    Randall W. Hanna            67,048,493              740,578              8,964,775
    Eric J. Nickelsen           67,139,087              649,984              8,964,775
    Robert W. Roseberry         66,963,893              825,178              8,964,776
    Anthony J. Topazi           65,769,611            2,019,461              8,964,775

Proposal 2: Advisory Vote on Compensation of Named Executive Officers

Proposal 2 was an advisory vote on compensation of named executive officers as disclosed in the proxy materials for the Annual Meeting. This advisory vote was approved.

Votes For Votes Against Abstentions Broker Non-Votes 64,665,661 2,761,981 361,420 8,964,784

Proposal 3: Ratification of the Appointment of Auditors

Proposal 3 was a proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to audit the books of the Company and its subsidiaries for 2013. This proposal was approved.

Votes For Votes Against Abstentions 76,533,522 66,625 153,698


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