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 23, 2016


FOUR OAKS FINCORP, INC.
(Exact name of registrant as specified in its charter)



North Carolina

000-22787

56-2028446

(State or other jurisdiction of
incorporation)

(Commission File
Number)

(I.R.S. Employer
Identification Number)

6114 U.S. 301 South
Four Oaks, North Carolina

27524

(Address of principal executive offices)

(Zip Code)



(919) 963-2177
Registrant’s telephone number, including area code

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.

Four Oaks Fincorp, Inc. (the “Company”) held its Annual Meeting of Shareholders on May 23, 2016.  The shareholders considered four proposals, each of which is described in more detail in the Company's definitive proxy statement dated April 18, 2016.

Proposal 1:  To elect eight nominees to the Company's Board of Directors.  The votes were cast as follows:

For   Withheld   Broker Non-Votes
Ayden R. Lee, Jr. 23,693,265 538,226 5,215,006
David H. Rupp 24,115,763 115,728 5,215,006
Paula Canaday Bowman 23,752,082 479,408 5,215,006
Warren L. Grimes 23,579,187 652,304 5,215,006
Kenneth R. Lehman 23,957,169 274,321 5,215,006
Robert G. Rabon 23,760,452 471,039 5,215,006
Dr. R. Max Raynor, Jr. 23,686,972 544,519 5,215,006
Michael A. Weeks 23,857,413 374,078 5,215,006

All director nominees were duly elected.

Proposal 2:  To approve an amendment to the Company’s Articles of Incorporation to effect a one-for-five reverse stock split of the Company’s authorized, issued and outstanding common stock.  The votes were cast as follows:

For   Against   Abstain
28,769,990 475,430 201,077

Proposal 2 was approved.

Proposal 3:  To vote, on an advisory (nonbinding) basis, to approve executive compensation.  The votes were cast as follows:

For   Against   Abstain   Broker Non-Votes
22,922,572 547,919 761,000 5,215,006

Proposal 3 was approved.

Proposal 4:  To ratify the appointment of Cherry Bekaert LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016.  The votes were cast as follows:

For   Against   Abstain
28,841,768 57,800 546,929

Proposal 4 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.


FOUR OAKS FINCORP, INC.

 

 

By: /s/ Deanna W. Hart

Deanna W. Hart

Executive Vice President,

Chief Financial Officer

 

Date: May 25, 2016