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 12, 2015
FIRST WEST VIRGINIA BANCORP, INC.
(Exact name of registrant as specified in its charter)
| West Virginia | 1-13652 | 55-6051901 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 1701 Warwood Avenue , Wheeling, West Virginia | 26003 | |
| (Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code: (304) 218-2400
Former name or former address, if changed since last report: Not Applicable
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 Annual Meeting of Shareholders of First West Virginia Bancorp, Inc. (the “Company” or “our”) was held on May 12, 2015 for the purpose of considering and voting on the following:
1. To elect eleven (11) directors to the Company’s Board of Directors to serve until the 2016 Annual Meeting of Shareholders.
2. To adopt a non-binding resolution to approve the compensation of the Company’s named executive officers.
3. To ratify the selection of BKD, LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2015.
4. To transact such other business as may lawfully be brought before the meeting.
The total number of shares of the Company’s common stock entitled to vote at the Annual Meeting was 1,718,730 shares of which 1,461,611 shares representing 85.0% were present at the meeting either in person or by proxy. The following is a summary of the final voting results for each proposal presented to our shareholders:
Proposal 1: Our shareholders approved the election of all eleven (11) nominees for director to serve until the 2016 Annual Meeting of Shareholders as set forth below:
| Number of Votes For |
Number of Votes Withheld |
Abstentions | Broker Non-Votes |
|||||||||||||
| Jonathan Bedway |
1,074,564 | 64,774 | — | 322,273 | ||||||||||||
| Nada E. Beneke |
1,097,863 | 41,475 | — | 322,273 | ||||||||||||
| Clyde Campbell |
1,089,418 | 49,920 | — | 322,273 | ||||||||||||
| Rosalie J. Dlesk |
1,086,817 | 52,521 | — | 322,273 | ||||||||||||
| Robert J. Fitzsimmons |
1,106,718 | 32,620 | — | 322,273 | ||||||||||||
| Joseph Menendez |
1,100,728 | 38,610 | — | 322,273 | ||||||||||||
| R. Clark Morton |
1,090,773 | 48,565 | — | 322,273 | ||||||||||||
| Roberta Robinson Olejasz |
1,052,238 | 87,100 | — | 322,273 | ||||||||||||
| William G. Petroplus |
1,107,141 | 32,197 | — | 322,273 | ||||||||||||
| Thomas L. Sable |
1,100,416 | 38,922 | — | 322,273 | ||||||||||||
| Brian L. Schambach |
835,325 | 304,013 | — | 322,273 | ||||||||||||
Proposal 2: Our shareholders approved the adoption of a non-binding resolution to approve the compensation of the Company’s named executive officers as set forth below:
| Number of Votes For |
Number of Votes Against |
Abstentions | Broker Non-Votes |
|||||||||||||
| Total Shares Voted |
1,078,760 | 24,202 | 36,376 | 322,273 | ||||||||||||
Proposal 3: Our shareholders approved the ratification of BKD, LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2015 as set forth below:
| Number of Votes For |
Number of Votes Against |
Abstentions | Broker Non-Votes |
|||||||||||||
| Total Shares Voted |
1,451,314 | 5,114 | 5,183 | — | ||||||||||||
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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 duly authorized.
| FIRST WEST VIRGINIA BANCORP, INC. |
| (Registrant) |
| /s/ Francie P. Reppy |
| Francie P. Reppy |
| Executive Vice President, Chief Administrative Officer and Chief Financial Officer |
Date: May 14, 2015
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