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FDEF > SEC Filings for FDEF > Form 8-K on 26-Apr-2013All Recent SEC Filings

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Form 8-K for FIRST DEFIANCE FINANCIAL CORP


26-Apr-2013

Submission of Matters to a Vote of Security Holders


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

(a) On April 23, 2013, First Defiance Financial Corp. ("First Defiance") held its 2013 Annual Meeting of Shareholders (the "Annual Meeting"). At the close of business on March 1, 2013, the voting record date, there were 9,729,766 First Defiance common shares outstanding and entitled to vote. At the Annual Meeting, 7,892,899, or 81.1%, of the outstanding common shares entitled to vote were represented by proxy or in person.

(b) Directors elected at the Annual Meeting for a three year term to expire
(i) at the 2016 Annual Meeting of Shareholders:

                                               Number of Votes:
                                   For         Withheld       Broker Non-Votes
           John L. Bookmyer      6,282,316       411,443              1,199,140
           Stephen L. Boomer     6,563,394       130,365              1,199,140
           Peter A. Diehl        6,559,724       134,035              1,199,140
           William J. Small      6,566,054       127,705              1,199,140

Other directors whose terms of office continued after the Annual Meeting:

Douglas A. Burgei

Donald P. Hileman

Jean A. Hubbard

Barbara A. Mitzel

James L. Rohrs

Samuel S. Strausbaugh

Thomas A. Voigt

(ii) With respect to the vote to approve, in a non-binding advisory vote, First Defiance's executive compensation as disclosed in the proxy statement for the Annual Meeting:

Number of Votes:

For Against Broker Non-Votes Abstain
6,568,042 78,596 1,199,140 47,121

(iii) With respect to the vote on the frequency, in a non-binding advisory vote, of holding the non-binding advisory vote on First Defiance's executive compensation:

Number of Votes:

1 Year 2 Years 3 Years Broker Non-Votes Abstain 5,711,541 175,822 762,781 1,199,141 43,614



(iv) With respect to the vote to ratify the appointment of Crowe Horwath LLP as First Defiance's independent registered public accounting firm for the 2013 fiscal year:

Number of Votes:

For Against Broker Non-Votes Abstain
7,724,548 151,208 - 17,143


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