UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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): April 28, 2017 (April 25, 2017)



SOUTHWEST BANCORP, INC.

(Exact name of registrant as specified in its charter)



Oklahoma

 

001-34110

 

73-1136584

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)





 

 

608 South Main Street, Stillwater, Oklahoma

 

74074

(Address of principal executive offices)

 

(Zip Code)



Registrant’s telephone number, including area code: (405) 742-1800



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 5.07Submission of Matters to a Vote of Security Holders

Election of Directors:   At the annual shareholders’ meeting of Southwest Bancorp, Inc. (the “Company”), held April 25, 2017, the shareholders of the Company re-elected twelve Director nominees, each for a term expiring at the 2018 annual shareholders’ meeting or such later time as his or her successor is elected and qualified. The Directors elected and the shareholders’ votes in the election of each Director were as follows:





 

 

 

 

 

 

 

 

 




For

 


Withheld

James E. Berry II

14,781,520 

 

151,112 

Thomas D. Berry

14,697,096 

 

235,536 

John Cohlmia

14,799,723 

 

132,909 

David S. Crockett Jr.

14,796,996 

 

135,636 

Steven C. Davis

14,699,279 

 

233,353 

Patrice Douglas

14,697,137 

 

235,495 

Mark W. Funke

14,698,898 

 

233,734 

James M. Johnson

14,698,554 

 

234,078 

Larry J. Lanie

14,699,379 

 

233,253 

James M. Morris II

14,551,543 

 

381,089 

Kayse M. Shrum, D.O.

14,689,013 

 

243,619 

Russell W. Teubner

14,513,434 

 

419,198 



Based on the votes set forth above, each of the nominees was elected to serve as a director until the Annual Meeting in 2018.  The above reflects cumulative voting. There were 18,689,022 shares of common stock outstanding and entitled to vote at the annual meeting. A total of 16,706,801 shares of common stock were represented at the meeting in person or by proxy, representing 89.39% of the shares outstanding and entitled to vote at the annual meeting.







Advisory Vote on Executive Compensation:  At the annual meeting, the shareholders also approved the compensation of the Company’s Chief Executive Officer, Chief Financial Officer, and three most highly compensated other executive officers. The shareholder vote was as follows:





 

 

 

 

 

 

For

 

Against

 

Abstain

14,601,305 

 

298,765 

 

32,563 







Ratification of Appointment of Independent Registered Public Accounting Firm for 2017:  At the annual meeting, the shareholders also approved the engagement of BKD, LLP as the Company’s independent registered public accounting firm for 2017. The shareholder vote was as follows:





 

 

 

 

 

 



 

 

 

 

For

 

Against

 

Abstain

16,475,692 

 

155,409 

 

75,700 






 



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.



April 27, 2017





SOUTHWEST BANCORP, INC.

By:  /s/ Joe T. Shockley, Jr.   
Name:  Joe T. Shockley, Jr.
Title:  Chief Financial Officer