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 27, 2015

 
 
 
 
 
 
 
 
 MB FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
 
 
 
 
 Maryland
 
001-36599
 
 36-4460265
 
 (State or other jurisdiction
 
 (Common File No.)
 
 (IRS Employer
 
 of incorporation)
 
 
 
 Identification Number)
 
 
 
 
 
 
 
 
 
 
 
 
 800 West Madison Street, Chicago, Illinois
 
 60607
 (Address of principal executive offices)
 
 (Zip Code)
 
 
 
 
 
 
 Registrant's telephone number, including area code:  (888) 422-6562
 
 
 
 
 
 
 
 
 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:

[  ]   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.

On May 27, 2015, MB Financial, Inc. (the "Company") held its 2015 Annual Meeting of Stockholders.  The results of the vote at the meeting are as follows:

1) Election of Directors (each for a term of one year)
Name
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
David P. Bolger
 
53,298,042

 
5,510,380

 
57,312

 
9,006,961

C. Bryan Daniels
 
58,590,400

 
215,204

 
60,130

 
9,006,961

Mitchell Feiger
 
57,918,549

 
513,063

 
434,122

 
9,006,961

Charles J. Gries
 
58,631,430

 
176,993

 
57,311

 
9,006,961

James N. Hallene
 
58,188,006

 
616,691

 
61,037

 
9,006,961

Thomas H. Harvey
 
58,203,544

 
252,908

 
409,282

 
9,006,961

Richard J. Holmstrom
 
58,578,616

 
229,806

 
57,312

 
9,006,961

Karen J. May
 
58,578,857

 
226,917

 
59,960

 
9,006,961

Ronald D. Santo
 
58,223,276

 
235,572

 
406,886

 
9,006,961

Jennifer W. Steans
 
58,577,994

 
227,969

 
59,771

 
9,006,961

Renee Togher
 
58,261,456

 
195,760

 
408,518

 
9,006,961


Directors are elected by a majority of the votes cast with respect to each director. Accordingly, each of the nominees named above was elected.
 
2) Advisory (Non-Binding) Vote on Executive Compensation
 
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
 
 
56,310,407

 
2,400,982

 
154,345

 
9,006,961


The vote required to approve this proposal was the affirmative vote of a majority of the votes cast on the proposal. Accordingly, this proposal was approved.

3) Ratification of the Appointment of McGladrey LLP as the Company's Independent Registered Public Accounting Firm for the Year Ending December 31, 2015
 
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
 
 
66,833,197

 
638,345

 
401,153

 


The vote required to approve this proposal was the affirmative vote of a majority of the votes cast on the proposal. Accordingly, this proposal was approved.


 


 


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.

 
 
 
 
MB FINANCIAL, INC.
 
 
 
 
 
Date: May 28, 2015
By:
/s/Jill E. York
 
 
 
Jill E. York
 
 
 
Vice President and Chief Financial Officer