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EX-99.1 - Entegra Financial Corp.e00326_ex99-1.htm

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 19, 2016

 

ENTEGRA FINANCIAL CORP.

(Exact Name of Registrant as Specified in Charter)

North Carolina 001-35302 45-2460660
State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)

 

14 One Center Court, Franklin, North Carolina 28734

(Address of principal executive offices) (Zip Code)

 

(828) 524-7000

(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:

 

qWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

qSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

qPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

qPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

INDEX

 

  Page
   
Item 5.07 – Submission of Matters to a vote of Securityholders 3
   
Item 7.01 - Regulation FD Disclosure 4
   
Item 9.01 – Financial Statements and Exhibits 4
   
Signatures    5

 

 2 
 

ITEM 5.07      SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

 

At the Annual Meeting on May 19, 2016, a total of 6,067,047 shares of common stock, or 93.69% of eligible voting shares, were present at the Annual Meeting, in person or by proxy. The following proposals were voted on by the Company’s shareholders:

 

Proposal 1

 

To elect four persons to serve as members of the Board of Directors for a three year term or until their successors are duly elected and qualified:

 

Nominee    For  Against  Abstain  Broker Non-Votes
Ronald D. Beale           2,703,290    900,544    0    2,463,213 
R. Matt Dunbar   2,750,509    847,181    6,144    2,463,213 
Stan M. Jeffress   2,687,816    915,143    875    2,463,213 
Roger D. Plemens   2,770,238    823,103    10,493    2,463,213 

 

Accordingly, all of the above-named nominees were duly elected.

 

Proposal 2

 

To ratify the appointment of Dixon Hughes Goodman LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016:

 

For Against Abstain
5,950,291 116,656 100

 

Accordingly, this proposal was approved.

 

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ITEM 7.01      REGULATION FD DISCLOSURE

 

The Company hereby furnishes its slide presentation, as presented at the Annual Meeting on May 19, 2016. A copy of the slide presentation is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

ITEM 9.01      FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibits.

 

The following exhibits are filed herewith:

 

Exhibit No.    Description of Exhibit
   
Exhibit 99.1 Entegra Financial Corp. slide presentation, as presented at the Annual Meeting of Shareholders on May 19, 2016.

 

 4 
 

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.

  ENTEGRA FINANCIAL CORP.
   
   
Dated:  May 19, 2016 By: /s/ David A. Bright
    David A. Bright
    Chief Financial Officer

 

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