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
Date of Report (Date of earliest event reported): May 23, 2012
MACKINAC FINANCIAL CORPORATION
(previous filings under the name NORTH COUNTRY FINANCIAL CORPORATION)
(Exact name of registrant as specified in its charter)
| MICHIGAN | 0-20167 | 38-2062816 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 130 SOUTH CEDAR STREET, MANISTIQUE, MICHIGAN |
49854 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (888) 343-8147
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 |
Mackinac Financial Corporation (“the Company”) held its 2012 Annual Meeting of Shareholders on May 22, 2012. The shareholders (i) elected three members of the Company’s Board of Directors to serve until the Annual Meeting in the year 2015; (ii) approved, in a non-binding vote, the Company’s compensation of executives; (iii) ratified the appointment of Plante Moran, PLLC as the Company’s independent auditors for the year ending December 31, 2012; and (iv) approved the Mackinac Financial Corporation 2012 Incentive Compensation Plan. There were 3,419,736 outstanding shares eligible to vote as of April 16, 2012, the record date for the Annual Meeting.
The voting results on the four matters were as follows:
Election of Directors
| For | Withheld | Broker Non-votes | ||||||||
| Walter J. Aspatore | 2,152,596 | 156,065 | 482,665 | |||||||
| Robert H. Orley | 2,154,099 | 154,562 | 482,665 | |||||||
| Randolph C. Paschke | 2,152,099 | 156,562 | 482,665 | |||||||
Advisory (Non-Binding) Vote on Executive Compensation
|
For |
Against | Abstain | Broker Non-votes | |||
| 1,922,028 |
385,312 | 1,321 | 482,665 |
Ratification of Appointment of Independent Auditors
|
For |
Against | Abstain | Broker Non-votes | |||
| 2,788,823 |
997 | 1,506 | — |
Approval of Mackinac Financial Corporation 2012 Incentive Compensation Plan
|
For |
Against | Abstain | Broker Non-votes | |||
| 1,834,062 |
469,457 | 5,142 | 482,665 |
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SIGNATURE
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.
| MACKINAC FINANCIAL CORPORATION | ||||
| Date: May 23, 2012 |
||||
| By: | /s/ Ernie R. Krueger | |||
| Ernie R. Krueger | ||||
| EVP/CFO | ||||
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