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EX-99.1 - EX-99.1 - SOUTHWEST GEORGIA FINANCIAL CORPdivrelease052318.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 23, 2018

 

SOUTHWEST GEORGIA FINANCIAL CORPORATION

(Exact name of Registrant as Specified in its Charter)

 

Georgia   001-12053   58-1392259
(State or other Jurisdiction of   (Commission File Number)   (IRS Employer
Incorporation or Organization)       Identification No.)

 

201 First Street, S.E.    
Moultrie, Georgia   31768
(Address of principal executive offices)   (Zip Code)

 

Registrant's telephone number, including area code: (229) 985-1120

 

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:

 

[  ] Written communications pursuant to Rule 425 under the Securities Act.
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

 

 

 

  

ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

The annual meeting of the shareholders of the Corporation was held on May 22, 2018. Total shares eligible to vote amounted to 2,545,776. A total of 2,220,898 shares (87.24%) were represented by shareholders in attendance or by proxy.

 

Proposal 1: Election of Directors

 

The following eight directors were elected to serve on the Board of Directors for one year until the next annual meeting.

 

Director  Votes For  Votes Withheld  Broker
Non-Votes
          
Cecil H. Barber   1,567,725    12,683    640,490 
John J. Cole, Jr.   1,579,547    861    640,490 
DeWitt Drew   1,566,629    

13,779

    640,490 
Richard L. Moss   1,559,959    20,449    640,490 
Roy H. Reeves   1,573,390    7,018    640,490
Johnny R. Slocumb   1,568,951    11,457    640,490 
M. Lane Wear   1,579,504    904    640,490 
Marcus R. Wells   1,560,021    20,387    640,490 

 

Proposal 2: “Say on Pay” Resolution

 

The advisory “say on pay” resolution supporting the compensation plan for the executive officers was approved.

 

For  Against  Abstained  Broker Non-Votes
 1,467,401    8,198    104,809    640,490 

 

 

Proposal 3: Appointment of Independent Auditors

 

TJS Deemer Dana, LLP, was appointed as our independent auditors for the fiscal year 2018.

 

For  Against  Abstained  Broker Non-Votes
 2,210,833    727    9,338    0 

 

 

 

  

ITEM 8.01OTHER EVENTS

 

On May 23, 2018, Southwest Georgia Financial Corporation announced that its Board of Directors at its meeting declared a quarterly cash dividend of $0.12 per common share. The dividend is payable June 15, 2018, to shareholders of record on June 5, 2018. Southwest Georgia Financial Corporation or its predecessor, Southwest Georgia Bank, has paid cash dividends for 90 consecutive years.

 

A copy of that press release is attached as Exhibit 99.1 to this Current Report.

 

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS

 

(c) Exhibits:

 

The following exhibit is furnished with this report.

 

Exhibit 99.1: Southwest Georgia Financial Corporation’s press release dated May 23, 2018.

 

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, thereunto duly authorized.

 

    SOUTHWEST GEORGIA FINANCIAL CORPORATION
     
  BY:    /s/Karen T. Boyd
  KAREN T. BOYD
    SENIOR VICE PRESIDENT & TREASURER
   

 

 

Date: May 23, 2018

  

 

EXHIBIT INDEX

 

 Exhibit No.   Description
     
     99.1                            Press Release dated May 23, 2018