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

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
BANR > SEC Filings for BANR > Form 8-K on 23-Apr-2014All Recent SEC Filings

Show all filings for BANNER CORP

Form 8-K for BANNER CORP


23-Apr-2014

Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibit


Item 5.07 Submission of Matters to a Vote of Security Holders

(a) The Annual Meeting of Banner Corporation (the "Company") was held on April 22, 2014 ("Annual Meeting").

(b) There were a total of 19,485,144 shares of the Company's common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 18,581,653 shares of common stock were represented in person or by proxy, therefore, a quorum was present. The following proposals were submitted by the Company's Board of Directors to a vote of shareholders:

Proposal 1. Election of Directors. The following individuals were elected as directors for three year terms:

                              FOR                        WITHHELD            Broker Non-
                                                                                Votes
                                Percentage of                Percentage of
                                   shares                        shares
                   # of votes      present      # of votes      present      # of votes
Jesse G. Foster    14,839,206        89%         1,906,487        11%         1,835,960
Mark J. Grescovich 16,512,358        99%           233,335         1%         1,835,960
D. Michael Jones    6,511,071        39%        10,234,622        61%         1,835,960
David A. Klaue     16,640,246        99%           105,447         1%         1,835,960
Brent A. Orrico    15,999,315        96%           746,378         4%         1,835,960

Based on the votes set forth above, Messrs. Foster, Grescovich, Jones and Klaue were duly elected to serve as directors of the Company for a three year term expiring at the annual meeting of shareholders in 2017, and Mr. Orrico was duly elected to serve as a director of the Company for a two year term expiring at the annual meeting of shareholders in 2016, and until their respective successors have been duly elected and qualified.

The terms of Directors Gordon E. Budke, Constance H. Kravas, John R. Layman, Michael M. Smith, Robert D. Adams, Connie R. Collingsworth and Gary Sirmon continued.

Proposal 2. An advisory (non-binding) vote to approve our executive compensation. This proposal received the following votes:

For Against Abstain Broker Non-Vote 15,697,183 1,004,491 44,019 1,835,960

Based on the votes set forth above, the compensation of the Company's named executive officers was approved by shareholders.

Proposal 3. The adoption of the Banner Corporation 2014 Omnibus Incentive Plan. This proposal received the following votes:

For Against Abstain Broker Non-Vote 16,295,450 409,570 40,673 1,835,960

Based on the votes set forth above, the adoption of the Banner Corporation 2014 Omnibus Plan was approved by shareholders.


Proposal 4. Ratification of the Audit Committee's selection of Moss Adams LLP as the Company's independent auditors for the year ending December 31, 2014. This proposal received the following votes:

For Against Abstain Broker Non-Vote 18,287,372 270,861 23,420 -0-

Based on the votes set forth above, the appointment of Moss Adams LLP as the Company's independent auditors to serve for the year ended December 31, 2014 was duly ratified by the shareholders.

(c) None.

(d) Not applicable.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are being filed herewith and this list shall constitute the exhibit index:

99.1 Press Release of Banner Corporation dated April 23, 2014


  Add BANR to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for BANR - 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.