UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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 12, 2016
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Lakeland Financial Corporation
(Exact name of Registrant as specified in its charter)
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Indiana
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0-11487
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35-1559596
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(State or other jurisdiction
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(Commission File Number)
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(IRS Employer
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Of incorporation)
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Identification No.)
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202 East Center Street, P.O. Box 1387, Warsaw, Indiana 46581-1387
(Address of principal executive offices) (Zip Code)
(574) 267-6144
(Registrant’s telephone number, including area code)
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:
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[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ] Solicitation material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
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[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
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Item 5.02 . Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Consistent with the previously announced transition plan, Michael L. Kubacki retired as Executive Chairman of Lakeland Financial Corporation (the “Company”), effective as of the 2016 annual meeting. Mr. Kubacki will remain as the non-executive Chairman of the Board of both the Company and its subsidiary, Lake City Bank.
Item 5.07 Submission of Matters to a Vote of Security Holders
On April 12, 2016, the Company’s annual meeting of stockholders was held. At the meeting, the stockholders elected Blake W. Augsburger, Robert E. Bartels, Jr., Daniel F. Evans, Jr., David M. Findlay, Thomas A. Hiatt, Michael L. Kubacki, Charles E. Niemier, Emily E. Pichon, Steven D. Ross, Brian J. Smith, Bradley J. Toothaker, Ronald D. Truex and M. Scott Welch, each with terms expiring in 2017. Additionally, the Company’s stockholders ratified the advisory vote on executive compensation and ratified the selection of Crowe Horwath LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2016.
The final results of voting on each of the matters submitted to a vote of security holders during the annual meeting are as follows:
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Election of Directors:
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Broker
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For
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Against
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Abstain
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Non-votes
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Blake W. Augsburger
Robert E. Bartels, Jr.
Daniel F. Evans, Jr.
David M. Findlay
Thomas A. Hiatt
Michael L. Kubacki
Charles E. Niemier
Emily E. Pichon
Steven D. Ross
Brian J. Smith
Bradley J. Toothaker
Ronald D. Truex
M. Scott Welch
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11,853,572
11,832,675
11,846,154
11,864,154
11,821,676
11,860,259
11,817,257
11,837,666
11,853,612
11,821,985
11,754,831
11,760,850
11,801,335
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70,590
91,119
77,269
58,697
101,865
65,620
107,352
86,126
69,808
39,900
112,596
109,344
114,410
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20,753
20,951
21,441
21,657
21,323
18,985
20,255
21,072
21,444
82,979
77,437
74,670
29,119
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2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
2,549,505
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Ratification of Advisory Proposal on Executive Compensation:
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Broker
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For
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Against
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Abstain
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Non-votes
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11,607,701
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198,120
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139,043
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2,549,505
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Ratification of Independent Registered Public Accounting Firm:
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Broker
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For
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Against
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Abstain
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Non-votes
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Crowe Horwath LLP
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14,333,684
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106,903
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53,782
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0
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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.
LAKELAND FINANCIAL CORPORATION
Dated: April 13, 2016 By: /s/Lisa M. O’Neill
Lisa M. O’Neill
Executive Vice President and
Chief Financial Officer