UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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): April 28, 2015 (April 22, 2015)

 

SOUTHWEST BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

Oklahoma

 

001-34110

 

73-1136584

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

 

608 South Main Street, Stillwater, Oklahoma

 

74074

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (405) 742-1800

 

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 5.07Submission of Matters to a Vote of Security Holders

Election of Directors:   At the annual shareholders’ meeting of Southwest Bancorp, Inc. (the “Company”), held April 22, 2015, the shareholders of the Company re-elected nine Director nominees and elected one Director nominee, each for a term expiring at the 2016 annual shareholders’ meeting or such later time as his or her successor is elected and qualified.  The Directors elected and the shareholders’ votes in the election of each Director were as follows:

 

 

 

 

 

 

 

 

 

 

 

 


For

 


Withheld

 

Broker
Non-vote

James E. Berry II

20,976,889 

 

391,284 

 

1,535,535 

Thomas D. Berry

15,727,352 

 

280,672 

 

1,535,535 

John Cohlmia

15,829,805 

 

178,219 

 

1,535,535 

David S. Crockett Jr.

15,825,328 

 

182,695 

 

1,535,535 

Patrice Douglas

15,732,517 

 

275,506 

 

1,535,535 

Mark W. Funke

15,727,395 

 

280,628 

 

1,535,535 

James M. Johnson

15,736,472 

 

271,552 

 

1,535,535 

Larry J. Lanie

15,735,704 

 

272,320 

 

1,535,535 

James M. Morris II

15,660,857 

 

347,167 

 

1,535,535 

Russell W. Teubner

15,656,565 

 

351,458 

 

1,535,535 

 

Based on the votes set forth above, each of the nominees was elected to serve as a director until the Annual Meeting in 2016The above reflects cumulative voting. There were 19,061,437 shares of common stock outstanding and entitled to vote at the annual meeting.  A total of 18,079,574 shares of common stock were represented at the meeting in person or by proxy, representing 94.8% of the shares outstanding and entitled to vote at the annual meeting.

 

 

 

Advisory Vote on Executive Compensation:  At the annual meeting, the shareholders also approved the compensation of the Company’s Chief Executive Officer, Chief Financial Officer, and three most highly compensated other executive officers.  The shareholder vote was as follows:

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-vote

15,469,867 

 

882,575 

 

191,596 

 

1,535,535 

 

 

 

Ratification of Appointment of Independent Registered Public Accounting Firm for 2015:  At the annual meeting, the shareholders also approved the engagement of BKD, LLP as the Company’s independent registered public accounting firm for 2015.  The shareholder vote was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain

18,021,923 

 

50,372 

 

7,278 

 

 


 

 

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.

 

April 28, 2015

 

 

SOUTHWEST BANCORP, INC.

By:  /s/ Mark W. Funke   
Name:  Mark W. Funke
Title:  President and CEO