UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________

FORM 8-K

Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

 

May 24, 2011

Date of Report

(Date of earliest event reported)

Access National Corporation

(Exact name of registrant as specified in its charter)

Virginia

 

000-49929

 

82-0545425

(State or other

jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer Identification No.)

 

 

1800 Robert Fulton Drive, Suite 300, Reston, VA  20191

(Address of principal executive offices) (Zip Code)

 

(703) 871-2100

(Registrant’s telephone number, including area code)

 

n/a

(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 (see General Instruction A.2. below):

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.

Access National Corporation (the “Company”) (Nasdaq: ANCX) held its Annual Meeting of Shareholders on May 24, 2011, at which four (4) proposals were submitted to the Company’s shareholders. The proposals are described in detail in the Company’s proxy statement for the 2011 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on April 15, 2011. Below are the final results for each proposal.

Proposal 1
The Company’s shareholders elected two (2) Class III directors to serve until the 2014 Annual Meeting of Shareholders. The votes regarding these director nominees were as follows:

For

Withhold

Broker Non-Votes

John W. Edgemond 7,935,121 9,454 1,771,324
Martin S. Friedman 7,942,961 1,614 1,771,324

The following Class I and Class II directors, whose terms expire in 2012 and 2013, respectively, continued in office: Class I – Michael W. Clarke and James L. Jadlos; Class II – Robert C. Shoemaker and Thomas M. Kody.

Proposal 2
The Company’s shareholders approved an amendment of the Amended and Restated Articles of Incorporation of the Company to authorize the issuance of up to 1,000,000 shares of preferred stock.  The votes regarding this proposal were as follows:

For

Against

Abstain

Broker Non-Votes

7,446,568 338,549 159,548 1,771,324

Proposal 3
The Company’s shareholders approved an adjournment of the annual meeting to allow time for the further solicitation of proxies in the event there were insufficient votes to approve Proposal 2 regarding the amendment of the Amended and Restated Articles of Incorporation of the Company.  The votes regarding this proposal were as follows:

For

Against

Abstain

Broker Non-Votes

7,542,551 370,541 31,483 1,771,324

In light of sufficient votes to approve Proposal 2 regarding the amendment of the Amended and Restated Articles of Incorporation, the annual meeting was not adjourned.

Proposal 4
The Company’s shareholders ratified the selection of BDO USA, LLP to serve as independent public accountants for the fiscal year ending December 31, 2011. The votes regarding this proposal were as follows:

For

Against

Abstain

Broker Non-Votes

9,713,024 1,063 1,813 -0-

No other matters were voted on at the meeting.


Signatures

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.

ACCESS NATIONAL CORPORATION

(Registrant)

 
Date: May 25, 2011 By:

/s/ Michael W. Clarke

Name:

Michael W. Clarke

Title:

President & Chief Executive Officer