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SOCB > SEC Filings for SOCB > Form 8-K on 3-May-2013All Recent SEC Filings

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Form 8-K for SOUTHCOAST FINANCIAL CORP


3-May-2013

Submission of Matters to a Vote of Security Holders, Regulation FD Disc


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

(a) The Company held its Annual Meeting of Shareholders on May 2, 2013. At that meeting, Shareholders voted on the matters set forth below.

(b) (1) Two directors were elected each to serve a three-year term. The voting results were as follow:

BROKER
Name FOR WITHHOLD NON-VOTES

L. Wayne Pearson 3,298,364 44,817 1,964,129
Robert M. Scott 3,294,830 48,351 1,964,129

The following directors' terms of office will continue after the Annual Meeting:

James P. Smith (2014), Tommy B. Baker (2015), William A. Coates (2015), Stephen F. Hutchinson (2015)

(2) The appointment of Crowe Horwath LLP as the Company's independent registered public accounting firm for the year ended December 31, 2013 was approved. The voting results were as follow:

BROKER
FOR AGAINST ABSTENTIONS NON-VOTES

5,287,987 2,605 16,718 0

(3) Non-binding advisory proposal to approve the compensation of the Company's executive officers named in the Summary Compensation Table of the 2013 Proxy Statement. The voting results were as follow:

BROKER
FOR AGAINST ABSTENTIONS NON-VOTES

2,500,476 434,109 408,596 1,964,129

(4) Non-binding advisory proposal on the frequency of the vote on executive compensation. The voting results were as follow:

ONE TWO THREE BROKER
YEAR YEARS YEARS ABSTENTIONS NON-VOTES

2,135,062 67,968 1,065,484 74,667 1,964,129


(d) After reviewing the results of the non-binding advisory vote on the frequency of shareholder votes on executive compensation disclosed above, the Board of Directors has determined that, until the next required non-binding advisory vote on the frequency of shareholder votes on executive compensation, the non-binding advisory vote on compensation of the Company's executive officers will be held every year, and the next such vote will be at the annual meeting of shareholders in 2014.



Item 7.01 Regulation FD Disclosure

At the annual meeting, Mr. L. Wayne Pearson, President and Chief Executive Officer of the Company, announced that the Board of Directors had declared a 15% stock dividend on the Company's no par value common stock to be distributed on June 21, 2013 to shareholders of record on May 31, 2013.

On or about May 2, 2013, the Company mailed a letter relating to announcement of the stock dividend to all shareholders of record on that date. The letter is filed as Exhibit 99 hereto.

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