Current Report Filing (8-k)
2016年9月2日 - 5:01AM
Edgar (US Regulatory)
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):
August 31
, 2016
First
Clover Leaf Financial Corp.
(Exact name of registrant as specified in its charter)
Maryland
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0-50820
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20-4797391
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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6814 Goshen
Road, PO Box 540, Edwardsville, Illinois 62025
(Address of principal executive offices) (Zip code)
618-656-6122
(Registrant's telephone number, 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):
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07. Submission of Matters to a Vote of Security
Holders.
On August 31, 2016,
First Clover Leaf Financial Corp. (the "Company") held a special meeting of stockholders in Edwardsville, Illinois. The
final results for each of the matters submitted to a vote of stockholders at the special meeting are as follows:
1. The
proposal to approve the Agreement and Plan of Merger (as amended, the “Merger Agreement”), dated as of April 26, 2016,
between the Company and First Mid-Illinois Bancshares, Inc. (“First Mid”), pursuant to which the Company will merge
with and into First Mid, and the transactions contemplated thereby (the “merger proposal”), was approved by the stockholders
by the following vote:
Votes For
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Votes Against
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Abstentions
|
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Broker Non-Votes
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5,176,686
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26,568
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14,148
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—
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2. The proposal to approve, on an advisory (non-binding) basis, the compensation that certain executive officers of the Company
may receive in connection with the merger proposal pursuant to existing agreements or arrangements with the Company, was
approved by the stockholders by the following vote:
Votes For
|
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Votes Against
|
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Abstentions
|
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Broker Non-Votes
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4,531,785
|
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383,807
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284,629
|
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—
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Item 8.01. Other Events.
On September 1, 2016,
the Company and First Mid issued a joint press release announcing that each company's stockholders had approved the merger of the
Company with and into First Mid pursuant to the Merger Agreement. A copy of the joint press release is attached as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01.
Financial Statements
and Exhibits.
(d)
Exhibits.
99.1 Joint
Press Release, dated September 1, 2016.
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.
Date: September
1, 2016
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First Clover Leaf Financial Corp.
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By:
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/s/ Darlene F. McDonald
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Name: Darlene F. McDonald
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Title: Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit Number
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Description
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99.1
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Joint Press Release, dated September 1, 2016.
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