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UCBI > SEC Filings for UCBI > Form 8-K on 23-May-2013All Recent SEC Filings

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Form 8-K for UNITED COMMUNITY BANKS INC


23-May-2013

Submission of Matters to a Vote of Security Holders


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

The 2013 annual meeting of shareholders of United Community Banks, Inc., a Georgia corporation ("United") was held on May 22, 2013 (the "Annual Meeting"). As of March 23, 2013, the record date of the Annual Meeting, 43,063,127 shares of United's common stock were outstanding and entitled to vote at the Annual Meeting. A total of 37,463,258 shares of United's common stock, constituting a quorum, were represented in person or by proxy at the Annual Meeting.

United's shareholders voted on four proposals at the Annual Meeting. The final results of the votes, including the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, relating to each matter are as follows:

Proposal 1. The election of eight directors to constitute the Board of Directors to serve until the 2014 annual meeting of shareholders and until their successors are elected and qualified:

                          For     Withheld  Non-Votes

Robert H. Blalock      32,266,067 1,412,054     -
Clifford V. Brokaw     32,488,563 1,189,559     -
L. Cathy Cox           32,241,327 1,436,794     -
Steven J. Goldstein    32,485,884 1,192,237     -
W.C. Nelson, Jr.       32,270,216 1,407,905     -
Thomas A. Richlovsky   32,487,977 1,190,144     -
Jimmy C. Tallent       32,470,035 1,208,087     -
Tim R. Wallis          32,265,327 1,412,794     -

Total:                                      3,785,137

Proposal 2. An advisory "say on pay" resolution supporting the compensation plan for executive officers:

For Against Abstain Non-Votes 25,732,246 7,742,453 203,420 3,785,139

Proposal 3. An advisory resolution regarding the frequency of future advisory "say on pay" votes on executive compensation:

One Year Two Years Three Years Abstain Non-Votes 26,866,117 203,027 6,147,462 456,454 3,790,198

Proposal 4. The ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for United for the year ending December 31, 2013:

For Against Abstain Non-Votes 37,250,302 19,680 193,276 -


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