UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K/AMENDMENT NO. 1
CURRENT REPORT
Pursuant to Section 13 or
15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 16, 2016
Independence
Bancshares, Inc.
(Exact name of registrant
as
specified in its charter)
| South Carolina | 333-121485 | 20-1734180 |
| (State or other | (Commission | (I.R.S. Employer |
| jurisdiction of | File Number) | Identification No.) |
| incorporation) |
| 500 East Washington Street, Greenville, South Carolina, 29601 |
| (Address of principal executive offices) (Zip Code) |
Registrant's telephone number, including area code: (864) 672-1776
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 (see General Instruction A.2. below):
| ☐ | 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)) |
This Amendment No. 1 on Form 8-K/A (“Amendment No. 1”) is being filed by Independence Bancshares, Inc. (the “Company”) to amend the Current Report on Form 8-K filed with the Securities and Exchange Commission on November 17, 2016 (the “Initial Report”). The sole purpose for filing this Amendment No. 1 is to disclose the results of the shareholder vote to ratify the compensation of our named executive officers (“say-on-pay”) which was erroneously omitted from the Initial Report. No other changes have been made to the Initial Report.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2016 Annual Meeting of Shareholders of the Company was held on November 16, 2016, at the office of Nelson Mullins Riley & Scarborough LLP, 104 South Main Street, Suite 900, Greenville, South Carolina. The shareholders of the Company voted to ratify the compensation of our named executive officers. The voting results for the “say-on-pay” proposal voted on the Annual Meeting are as follows:
| For | Against | Abstain | ||
| 16,554,923 | 330,155 | 66,225 |
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.
| INDEPENDENCE BANCSHARES, INC. | |||||
| Dated: | November 21, 2016 | By: | /s/ Martha L. Long | ||
| Name: Martha L. Long | |||||
| Title: Chief Financial Officer | |||||