Washington, DC 20549







Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 23, 2011




(Exact name of registrant as specified in its charter)




United States   001-34889   58-2659667

(State or other jurisdiction of

incorporation or organization)



File Number)


(IRS Employer

Identification No.)

1233 O. G. Skinner Drive, West Point, Georgia   31833
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (706) 645-1391

Not Applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




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

The 2011 Annual Meeting of Stockholders of Charter Financial Corporation (the “Company”) was held on February 23, 2011 (the “Annual Meeting”). The matters considered and voted on by the Company’s shareholders at the Annual Meeting and the vote of the shareholders was as follows:

Matter 1. The election of Robert L. Johnson, David Z. Cauble, III and David L. Strobel to serve as directors for three-year terms and until their successors are elected and qualified, and the election of Edward D. Smith to serve as director for a two-year term and until his successor is elected and qualified.



   Shares Voted For      Shares Withheld      Broker Non-Votes  

Robert L. Johnson

     16,046,030         18,402         1,938,928   

David Z. Cauble, III

     15,886,425         178,007         1,938,928   

David L. Strobel

     15,879,802         184,630         1,938,928   

Edward D. Smith

     16,045,997         18,435         1,938,928   

Matter 2. The ratification of the appointment of Dixon Hughes PLLC as the Company’s independent public accounting firm for the year ending September 30, 2011.


Shares Voted For

    Shares Voted Against     Abstentions  
  17,979,643        22,898        819   

Matter 3. To consider and act upon a non-binding advisory resolution regarding the compensation of the Company’s named executive officers.


Shares Voted For     Shares Voted Against     Abstentions     Broker Non-Votes  
  15,977,870        34,659        51,958        1,938,928   

Matter 4. A vote upon the frequency at which the Company should include an advisory vote regarding the compensation of the Company’s named executive officers in its proxy statement for shareholder consideration.


    Every Year     Every Two
    Every Three
    Abstentions     Broker
Votes     2,313,180        126,837        13,461,020        2,003,210        1,938,928   


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.





/s/ Curtis R. Kollar

    Curtis R. Kollar
Date: February 25, 2011     Chief Financial Officer