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MBFI > SEC Filings for MBFI > Form 8-K on 26-Feb-2014All Recent SEC Filings

Show all filings for MB FINANCIAL INC /MD



Submission of Matters to a Vote of Security Holders

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

On February 26, 2014, MB Financial, Inc. ("MB Financial") held a special meeting of stockholders, at which MB Financial's stockholders voted on a proposal to approve the Agreement and Plan of Merger, dated as of July 14, 2013, by and between MB Financial and Taylor Capital Group, Inc. ("Taylor Capital"), pursuant to which Taylor Capital will merge with and into MB Financial, and the approval of the issuance of MB Financial common stock to Taylor Capital stockholders in connection with the merger (the "Merger Proposal"). There were 55,147,776 shares of MB Financial common stock issued and outstanding on the record date for the special meeting and entitled to vote at the special meeting, and 47,276,967 shares were represented in person or by proxy at the special meeting, which constituted a quorum. The results for the vote on the Merger Proposal were as follows:
Votes For Votes Against Abstentions 47,037,040 210,897 29,030

The approval of the Merger Proposal required the affirmative vote of the holders of a majority of the outstanding shares of MB Financial common stock. Accordingly, the Merger Proposal was approved.

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