Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
IMCB > SEC Filings for IMCB > Form 8-K on 4-Apr-2014All Recent SEC Filings

Show all filings for INTERMOUNTAIN COMMUNITY BANCORP

Form 8-K for INTERMOUNTAIN COMMUNITY BANCORP


4-Apr-2014

Change in Directors or Principal Officers


Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers At the 2014 Annual Meeting of Shareholders (the "Annual Meeting") of Intermountain Community Bancorp ("Intermountain" or the "Company") held on April 2, 2014, Intermountain's shareholders approved an amendment to the 2012 Stock Option and Equity Compensation Plan (the "Plan") increasing the number of shares available for issuance under the Plan by 175,000 (the "Amended and Restated Plan"). The Amended and Restated Plan authorizes the issuance of stock awards for up to 275,000 shares of Intermountain's common stock to employees and directors in the form of incentive and nonqualified stock options, restricted stock, stock appreciation rights and restricted stock units. Prior to shareholders approving the Amended and Restated Plan, all shares under the Plan had been granted and no shares remained available for grant. Subject to shareholders approving the Amended and Restated Plan, Intermountain's Compensation Committee and Board of Directors approved the grant of 160,000 shares in the form of restricted stock awards to certain executive officers and employees, leaving 15,000 shares remaining available for future grant under the Amended and Restated Plan. The awards are subject to participants meeting certain performance thresholds and are subject to vesting conditions. A summary of the Amended and Restated Plan is set forth in Intermountain's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission ("SEC") on March 12, 2014. The foregoing description of the Amended and Restated Plan is qualified in its entirety by reference to the full text of the Amended and Restated Plan, which was filed as Exhibit 99.1 of Intermountain's S-8 Registration Statement (File No. 333-194990), filed with the SEC on April 2, 2014, and is incorporated herein by reference. Item 5.07 Submission of Matters to a Vote of Security Holders

As noted above, the Company's Annual Meeting was held on April 2, 2014. There were 2,701,214 shares outstanding and entitled to vote at the Annual Meeting; of those shares, 2,150,560 were present in person or by proxy. The following matters were voted upon at the Annual Meeting:

1. Proposal No. 1, the election of ten members to the Board of Directors to serve a one year term;

2. Proposal No. 2, an amendment to the 2012 Stock Option and Equity Compensation Plan to increase the shares available for issuance under the plan;

3. Proposal No. 3, the approval of an advisory (non-binding) vote to approve the compensation of the Company's executive officers;

4. Proposal No. 4, a vote, in an advisory (non-binding) capacity, on the frequency of future advisory votes on the compensation of the Company's executive officers; and

5. Proposal No. 5, the ratification of the appointment of BDO USA, LLP to serve as the Company's independent registered public accounting firm for the fiscal year 2014.


The following is a summary of the voting results for the matters voted upon by the shareholders.
Proposal No. 1 - Election of Directors

   Director's Name          Votes For        Votes Withheld     Broker Non-Votes

James T. Diehl              1,876,829             4,805              268,926
Ford Elsaesser              1,878,025             3,609              268,926
Curt Hecker                 1,874,282             7,352              268,926
Ronald Jones                1,877,898             3,736              268,926
Russell J. Kubiak           1,874,925             6,709              268,926
Maggie Y. Lyons             1,877,817             3,817              268,926
John B. Parker              1,874,961             6,673              268,926
John T. Pietrzak            1,877,037             4,597              268,926
Michael J. Romine           1,877,829             3,805              268,926
John L. Welborn, Jr.        1,876,169             5,465              268,926

Proposal No. 2 - Amendment to the 2012 Stock Option and Equity Compensation Plan to increase the shares available for issuance under the Plan.
Votes For Votes Against Abstentions Broker Non-Votes 1,857,459 18,446 5,729 268,926

Proposal No. 3 -Advisory (non-binding) vote to approve executive compensation

Votes For Votes Against Abstentions Broker Non-Votes 1,741,274 133,475 6,885 268,926

Proposal No. 4 - Advisory (non-binding) vote on the frequency of future advisory votes on the compensation of the Company's executive officers

1 Year 2 Years 3 Years Abstentions Broker Non-Votes 430,914 6,684 1,439,679 4,357 268,926


Proposal No.5 - Ratification of the appointment of BDO USA, LLP as the independent registered public accounting firm for fiscal year 2014

Votes For Votes Against Abstentions Broker Non-Votes 2,138,712 9,385 2,463 ---

Item 9.01.    Exhibits.

(d)   Exhibits. The following exhibit is being filed herewith:

Exhibit No.           Description

10.1               Amended and Restated 2012 Stock Option and Equity
                   Compensation Plan, incorporated by reference to Exhibit 99.1
                   of the S-8 Registration Statement (File No. 333-194990) filed
                   April 2, 2014.


  Add IMCB to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for IMCB - All Recent SEC Filings
Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.