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FMBI > SEC Filings for FMBI > Form 8-K on 17-May-2013All Recent SEC Filings

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

Form 8-K for FIRST MIDWEST BANCORP INC


17-May-2013

Submission of Matters to a Vote of Security Holders


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

(a) The Company held its Annual Meeting of Stockholders on May 14, 2013 ("Annual Meeting"). A total of 67,784,457 shares of common stock of the Company were represented in person or by proxy at the Annual Meeting, which represented appoximately 90.17% of the Company's total outstanding shares of common stock.

(b) At the Annual Meeting, stockholders voted on the matters set forth below.

Item 1 - Election of Directors. All of the nominees for election to the
Company's Board of Directors were elected, each for a three-year term, upon the
following votes:

Nominee                 Votes For Votes Against Abstentions Broker Non-Votes
Brother James Gaffney  59,189,222     3,890,306       7,529        4,697,400
Patrick J. McDonnell   59,298,402     3,618,810     169,845        4,697,400
Michael L. Scudder     59,573,276     3,489,483      24,298        4,697,400
John L. Sterling       59,055,534     3,977,176      54,347        4,697,400

J. Stephen Vanderwoude 59,146,458 3,886,402 54,197 4,697,400

Item 2 - Appointment of Independent Registered Public Accounting Firm. The
appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013 was ratified (advisory vote), upon the following votes:

Votes For Votes Against Abstentions Broker Non-Votes 66,903,303 845,716 35,438 -0-

Item 3 - Advisory Vote on the Company's Executive Compensation. The compensation
paid by the Company to its named executive officers was approved on an advisory basis, upon the following votes:

Votes For Votes Against Abstentions Broker Non-Votes 58,100,240 4,769,666 217,151 4,697,400

Item 4 - Amendments to the Company's Omnibus Stock and Incentive Plan. The
amendments to the Company's Omnibus Stock and Incentive Plan were approved, upon the following votes:

Votes For Votes Against Abstentions Broker Non-Votes 60,791,632 1,754,863 540,562 4,697,400


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