2018 Annual Meeting 8K

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 2, 2018

 

NATIONAL BANK HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)

 

Delaware

 

001-35654

 

27-0563799

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

7800 East Orchard Road, Suite 300, Greenwood Village, Colorado 80111
(Address of principal executive offices) (Zip Code)

 

720-529-3336
(Registrant’s telephone, 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 (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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1943 (§240.12b-2 of this chapter).

 

Emerging growth company   

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   

 


 

Item 5.07Submission of Matters to a Vote of Security Holders

On May 2, 2018,  the Company held its 2018 Annual Meeting of Shareholders (the “Annual Meeting”).  The proposals voted on at the Annual Meeting and the final voting results are as follows:

Proposal 1: All of the director nominees were elected to the Board of Directors, based upon the following votes:

Nominee

Votes For

Votes Withheld

Broker Non-Votes

Ralph W. Clermont

26,290,794
117,287
1,474,396

Robert E. Dean

26,300,856
107,225
1,474,396

Fred J. Joseph

26,301,730
106,351
1,474,396

G. Timothy Laney

26,328,424
79,657
1,474,396

Micho F. Spring

26,337,625
70,456
1,474,396

Burney S. Warren, III

26,348,612
59,469
1,474,396

Art Zeile

26,301,595
106,486
1,474,396

 

Proposal 2: The shareholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018, based upon the following votes:

For

Against

Abstain

27,768,312

113,763

402

 

Proposal 3: The shareholders approved, on an advisory non-binding basis, the compensation paid to the Company’s named executive officers, based upon the following votes:

For

Against

Abstain

Broker Non-Votes

25,937,214

458,311

12,556

1,474,396

 


 

SIGNATURE

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.

 

National Bank Holdings Corporation

 

 

By: 

/s/ Zsolt K. Besskó

 

Name:  Zsolt K. Besskó

Title:  Chief Administrative Officer & General Counsel

 

 

Date:  May 3, 2018