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FNFG > SEC Filings for FNFG > Form 8-K on 30-Apr-2014All Recent SEC Filings

Show all filings for FIRST NIAGARA FINANCIAL GROUP INC

Form 8-K for FIRST NIAGARA FINANCIAL GROUP INC


30-Apr-2014

Submission of Matters to a Vote of Security Holders, Other Even


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

At our Annual Meeting of Stockholders, the nominees for directors of First Niagara Financial Group, Inc. ("the Company") proposed were elected. On other business conducted at the Annual Meeting, stockholders voted in favor of an advisory non-binding proposal to approve our executive compensation programs and policies and amendment number two to the First Niagara Financial Group, Inc. 2012 Equity Incentive Plan. Lastly, they ratified the appointment of KPMG LLP as Independent Registered Public Accounting Firm for the year ending December 31, 2014. Stockholders cast votes as follows:

                              Number of Votes
  Matter Considered          For         Withheld
Election of Directors:
Thomas E. Baker          256,651,075    14,913,657
James R. Boldt           253,778,824    17,785,908
G. Thomas Bowers         254,020,835    17,543,897
Roxanne J. Coady         257,086,579    14,478,153
Gary M. Crosby           256,930,938    14,633,794
Carl Florio              256,775,566    14,789,166
Carlton L. Highsmith     257,026,780    14,537,952
George M. Philip         256,975,492    14,589,240
Peter B. Robinson        257,308,602    14,256,130
Nathaniel Woodson        256,522,187    15,052,545



                                                    Number of Votes
                                                                                Broker
     Matter Considered              For          Against        Abstain       non-votes
Advisory non-binding vote to
approve our executive
compensation programs and
policies                       248,025,004     17,631,084      5,908,644     51,498,650

Amendment number two to
First Niagara Financial
Group, Inc. 2012 Equity
Incentive Plan                 253,674,750     14,588,495      3,301,487     51,498,650

Ratification of KPMG LLP as
Independent Registered
Public Accounting Firm for
the year ending December 31,
2014                           315,444,902      4,335,417      3,283,063




Item 8.01 Other events.

Effective following the Company's Annual Meeting, Nathaniel Woodson will serve as Chairman of the Board of Directors of First Niagara Financial Group, Inc. and First Niagara Bank, N.A. He succeeds G. Thomas Bowers, who has served as Chairman since 2007. Mr. Bowers will continue to serve as a director, having been re-elected during the Company's 2014 Annual Meeting. Carl Florio will replace Mr. Woodson as Chairman of the Risk Committee. Roxanne Coady will replace Thomas Baker as Chairman of the Audit Committee.

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