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EVBS > SEC Filings for EVBS > Form 8-K on 6-Jun-2013All Recent SEC Filings

Show all filings for EASTERN VIRGINIA BANKSHARES INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for EASTERN VIRGINIA BANKSHARES INC


6-Jun-2013

Submission of Matters to a Vote of Security Holders


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

Eastern Virginia Bankshares, Inc. (the "Company") held its Annual Meeting of Shareholders on June 4, 2013. A quorum of shareholders was present, consisting of a total of 4,835,545 shares. Matters voted upon were (1) the election of thirteen directors to serve for terms of one year each expiring at the 2014 Annual Meeting of Shareholders, (2) approval, for purposes of NASDAQ Marketplace Rule 5635, of the issuance of up to 9,890,111 shares of common stock in connection with the previously announced private placements, including the issuance of up to 5,240,192 shares of common stock upon the conversion of shares of Non-Voting Mandatorily Convertible Non-Cumulative Preferred Stock, Series B that will be issued in the private placements, (3) approval of an amendment to the Company's bylaws to change the range of the size of the Board of Directors from ten to fourteen directors to ten to seventeen directors which became effective as of June 4, 2013, (4) approval on an advisory (non-binding) basis of the compensation of the Company's named executive officers, (5) ratification of the appointment of Yount, Hyde & Barbour, P.C. as independent registered public accountant of the Company for 2013, and (6) approval of the adjournment or postponement of the meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the meeting to adopt any of the Proposals.

The final number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, with respect to each matter are set out below.

Election of Directors



                                                                      Broker
          Director                        For         Withheld       Non-Votes
          W. Rand Cook                  2,928,233       303,738       1,603,574
          F.L. Garrett, III             2,674,805       557,166       1,603,574
          W. Gerald Cox                 2,929,782       302,188       1,603,574
          Michael E. Fiore, P.E.        2,924,716       307,254       1,603,574
          Ira C. Harris, Ph.D., CPA     2,925,920       306,050       1,603,574
          Eric A. Johnson               2,684,105       547,866       1,603,574
          W. Leslie Kilduff, Jr.        2,928,878       303,092       1,603,574
          William L. Lewis              2,514,958       717,013       1,603,574
          Charles R. Revere             2,926,899       305,071       1,603,574
          Joe A. Shearin                2,920,648       311,322       1,603,574
          Howard R. Straughan, Jr.      2,931,751       300,220       1,603,574
          Leslie E. Taylor, CPA         2,930,489       301,481       1,603,574
          Jay T. Thompson, III          2,915,170       316,800       1,603,574

                                                                                          Broker
                                            For          Against        Abstention       Non-Votes
For purposes of NASDAQ Marketplace
Rule 5635, to approve
 the issuance of up to 9,890,111
shares of common stock in
 connection with the previously
announced private placements,
 including the issuance of up to
5,240,192 shares of common
 stock upon the conversion of shares
of Non-Voting Mandatorily
 Convertible Non-Cumulative Preferred
Stock, Series B that
 will be issued in the private
placements                                2,755,528        370,987          105,454       1,603,574

                                                                                          Broker
                                            For          Against        Abstention       Non-Votes
Approval of an amendment to the
Company's bylaws to
 change the range of the size of the
Board of Directors from
 ten to fourteen directors to ten to
seventeen directors                       2,634,971        524,343           72,655       1,603,574




                                                                                          Broker
                                            For          Against        Abstention       Non-Votes
Advisory (Non-Binding) Approval of
the Compensation
 of the Company's Named Executive
Officers                                  2,728,306        383,209          120,454       1,603,574




                                                                                            Broker
                                            For          Against        Abstention        Non-Votes
Ratification of the Appointment of
Yount, Hyde & Barbour, P.C.
 as the Company's Independent
Registered Public Accountant              4,682,519        125,669           27,355                  -




                                                                                            Broker
                                            For          Against        Abstention        Non-Votes
Approval of the adjournment or
postponement of the meeting,
 if necessary or appropriate, to
solicit additional proxies if there
 are insufficient votes at the time
of the meeting to adopt any of
 the Proposals                            3,877,855        813,249          144,439                  -

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