UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 18, 2015
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HIGHLANDS BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
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Virginia
(State or other jurisdiction
of incorporation)
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0-27622
(Commission File Number)
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54-1796693
(IRS Employer
Identification No.)
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340 West Main Street
Abingdon, Virginia
(Address of principal executive offices)
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24210-1128
(Zip Code)
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Registrant’s telephone number, including area code: (276) 628-9181
Not Applicable
(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 5.07 Submission of Matters to a Vote of Security Holders.
Highlands Bankshares, Inc. (the “Company”) held its Annual Meeting of Shareholders on May 13, 2015 (the “Annual Meeting”). At the Annual Meeting, the shareholders of the Company elected nine directors to serve for one-year terms, ratified the Company’s appointment of Brown, Edwards & Company, LLP as the Company’s independent auditors for 2015 and approved the non-binding resolution to endorse the Company’s executive compensation program, The voting results for each proposal are as follows:
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1.
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To elect nine directors to serve for terms of one year each expiring at the 2016 annual meeting of shareholders:
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For
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Withheld
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Broker Non-Vote
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E. Craig Kendrick
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5,206,635
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84,991
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338,999
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Clydes B. Kiser
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5,182,768
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108,858
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338,999
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J. Carter Lambert
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5,176,222
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115,404
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338,999
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Jon C. Lundberg
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5,175,924
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115,702
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338,999
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James D. Moore, Jr.
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5,191,595
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100,031
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338,999
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Samuel L. Neese
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5,192,481
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99,145
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338,999
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Charles P. Olinger
Edward M. Rosinus
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5,206,470
5,184,650
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85,156
106,976
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338,999
338,999
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H. Ramsey White, Jr.
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5,182,245
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109,381
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338,999
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2.
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To ratify the appointment of Brown, Edwards & Company, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2015.
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For
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Against
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Abstain
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5,506,262
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95,151
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29,213
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3. Advisory approval of the Company’s executive compensation (“Say on Pay”).
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For
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Against
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Abstain
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Broker Non-Vote
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4,963,042
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196,314
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132,270
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338,999
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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HIGHLANDS BANKSHARES, INC.
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(Registrant)
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Date: May 19, 2015
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By:
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/s/ Robert M. Little, Jr.
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Robert M. Little, Jr.
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Chief Financial Officer
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