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AKPB > SEC Filings for AKPB > Form 8-K on 13-Mar-2014All Recent SEC Filings

Show all filings for ALASKA PACIFIC BANCSHARES INC

Form 8-K for ALASKA PACIFIC BANCSHARES INC


13-Mar-2014

Submission of Matters to a Vote of Security Holders, Financial Stat


Item 5.07 Submission of Matters to a Vote of Security Holders

On March 11, 2014, Alaska Pacific Bancshares, Inc. ("Company") held a Special Meeting of Shareholders ("Special Meeting") to vote upon the following matters: (1) the approval of the Agreement and Plan of Merger, dated as of October 21, 2013 (the "Merger Agreement"), by and between Northrim BanCorp, Inc. ("Northrim"), Northrim Merger Sub, Inc. (the "Merger Sub"), Northrim Bank, the Company and Alaska Pacific Bank pursuant to which the Company will merge (the "Merger") with the Merger Sub (the "Merger Proposal"); (2) the approval, on an advisory (nonbinding) basis, of the compensation of certain executive officers of the Company in connection with the Merger (the "Compensation Proposal"); and
(3) a proposal to adjourn the special meeting, if necessary or appropriate, to solicit additional proxies in favor of the Merger Proposal (the "Adjournment Proposal").

There were a total of 654,486 shares of the Company's common stock outstanding and entitled to vote at the Special Meeting and 459,952 shares of common stock were represented in person or by proxy, therefore a quorum was present. The approval of the Merger Proposal required the affirmative vote of the holders of two-thirds of the outstanding shares of the Company's common stock entitled to vote at the Special Meeting. The approval of each of the Compensation Proposal and the Adjournment Proposal required the affirmative vote of the holders of a majority of the shares of the Company common stock represented in person or by proxy at the Special Meeting and entitled to vote on such proposal.

At the meeting, the Company's shareholders approved the Merger Proposal, the Compensation Proposal and the Adjournment Proposal. Although the Adjournment Proposal was approved, the meeting was not adjourned as the Merger Proposal received the required vote for approval by shareholders.

Additional detail on each of the proposals voted on by the shareholders is available in the Company's and Northrim's proxy statement/prospectus, which was filed by Northrim with the Securities and Exchange Commission on January 31, 2014.

The final results of the voting on each of the matters submitted to a vote of shareholders during the special meeting are as follows:

                          Votes          Votes                       Broker
                           For          Against      Abstentions   Non-Votes
                       No. of votes   No. of votes   No. of votes No. of votes

1. The Merger Proposal   452,417         1,955          5,580          --



                                Votes          Votes                       Broker
                                 For          Against      Abstentions   Non-Votes
                             No. of votes   No. of votes   No. of votes No. of votes

2. The Compensation Proposal   370,946         63,442         25,564         --



                               Votes          Votes                       Broker
                                For          Against      Abstentions   Non-Votes

No. of votes No. of votes No. of votes No. of votes

3. The Adjournment Proposal 448,743 2,656 8,553 --

Completion of the Merger remains subject to regulatory approval and the satisfaction of the remaining closing conditions contained in the Merger Agreement.




Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibit is being furnished herewith and this list shall constitute the exhibit index:

99.1 Press Release of Alaska Pacific Bancshares, Inc. dated March 13, 2014.


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