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EX-99.1(B) - ANNUAL MEETING SLIDE PRESENTATION - Capitol Federal Financial, Inc.annualmtg2014.htm
EX-99.3 - EARNINGS RELEASE - Capitol Federal Financial, Inc.earningsrelease1214.htm
EX-99.2 - PRESS RELEASE ANNOUNCING DIVIDEND - Capitol Federal Financial, Inc.regulardividendrelease0115.htm
EX-99.1(A) - PRESS RELEASE ANNOUNCING ANNUAL MEETING PRESENTATION AVAILABILITY - Capitol Federal Financial, Inc.availabilityofannualmtgpre.htm


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)
January 23, 2015

 
 
 
 
 
CAPITOL FEDERAL FINANCIAL, INC.
 
(Exact name of Registrant as specified in its Charter)

 
 
 
Maryland
001-34814
27-2631712
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification Number)


700 Kansas Avenue Topeka, Kansas 66603
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code:
(785) 235-1341

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The Registrant’s press release dated January 29, 2015, announcing financial results for the quarter ended December 31, 2014 is attached hereto as Exhibit 99.3, and is incorporated herein by reference.





Item 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Capitol Federal Financial, Inc. (the “Company”) held its Annual Meeting of Stockholders on January 27, 2015 (the “Annual Meeting”). Holders of record of the Company’s common stock at the close of business on December 5, 2014 were entitled to vote on three items at the Annual Meeting. Stockholders elected Morris J. Huey, II and Reginald L. Robinson each to a three-year term as director. The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s proxy statement for the Annual Meeting. The stockholders also ratified the appointment of Deloitte & Touche, LLP as the Company’s independent auditors for the fiscal year ending September 30, 2015. The final voting results of each item are set forth below.
 
Number of Votes
 
For
 
Withheld
 
Broker Non-Votes
Proposal 1.
 
 
 
 
 
Election of the following directors for the terms indicated:
 
 
 
 
 
Morris J. Huey, II (three years)
111,359,067

 
4,615,903

 
16,540,319

Reginald L. Robinson (three years)
114,214,872

 
1,760,099

 
16,540,319

 
 
 
 
 
 
The following directors had their term of office continue after the meeting:
John B. Dicus
 
 
 
 
 
James G. Morris
 
 
 
 
 
Jeffrey R. Thompson
 
 
 
 
 
Jeffrey M. Johnson
 
 
 
 
 
Michael T. McCoy, M.D.
 
 
 
 
 
Marilyn S. Ward
 
 
 
 
 

 
Number of Votes
 
For
 
Against
 
Abstained
 
Broker Non-Votes
Proposal 2.
 
 
 
 
 
 
 
Stockholder approval, on advisory basis, of executive compensation
113,049,731

 
2,099,000

 
826,228

 
16,540,331

 
 
 
 
 
 
 
 
Proposal 3.
 
 
 
 
 
 
 
Ratification of Deloitte & Touche LLP as auditors
130,641,729

 
1,649,991

 
223,570

 


ITEM 7.01 REGULATION FD DISCLOSURE
On January 23, 2015, the Company issued the press release attached hereto as Exhibit 99.1(a) and incorporated herein by reference announcing the availability of the Company’s Annual Meeting presentation on the Company’s website at 10:00 a.m. central time on January 27, 2015. Attached hereto as Exhibit 99.1(b) and incorporated herein by reference are the slides from the Company’s presentation at the Annual Meeting.

On January 27, 2015, the Company issued the press release attached hereto as Exhibit 99.2 and incorporated herein by reference announcing a cash dividend of $0.085 per share, payable on February 20, 2015 to holders of record of the Company’s common stock as of the close of business on February 6, 2015.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits

Exhibit 99.1(a) – Press release announcing availability of Annual Meeting presentation dated January 23, 2015
Exhibit 99.1(b) – Annual Meeting slide presentation
Exhibit 99.2 – Press release announcing dividend dated January 27, 2015
Exhibit 99.3 – Press release announcing earnings dated January 29, 2015






 
 
 
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.

 
 
 
CAPITOL FEDERAL FINANCIAL, INC.
Date: January 29, 2015
By: /s/ Kent G. Townsend
 
 
 
 
 
 
 
 
Kent G. Townsend, Executive Vice-President,
 
 
Chief Financial Officer, and Treasurer