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
May 17, 2017
Date of Report
(Date of earliest event reported)
Bear State Financial, Inc.
(Exact name of registrant as specified in its charter)
Arkansas | | 0-28312 | | 71-0785261 |
(State or other jurisdiction | | (Commission File Number) | | (IRS Employer |
of incorporation) | | | | Identification No.) |
900 South Shackleford Rd., Suite401 Little Rock, Arkansas | | 72211 |
(Address of principal executive offices) | | (Zip Code) |
(501)975-6033
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, 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 (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 bycheck mark whether the registrant is an emerging growth company as defined Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 5.07 Submission of Matters to a Vote of Security Holders.
The 2017 Annual Meeting of Shareholders of Bear State Financial, Inc. (the “Company”) was held on May 17, 2017 at 11:00 a.m., Central Time, at the Company’s office located at 135 Section Line Road, Hot Springs, Arkansas 71913. Matters voted on by shareholders included: (i) the election of twelve director nominees to the Company’s Board of Directors and (ii) ratification of the Audit Committee’s appointment of BKD, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017. The final voting results of the shareholders’ votes are reported below.
(i) The following twelve directors were elected by the indicated votes:
Directors | | Votes For | | | Votes Against | | | Votes Abstained | | | Broker Non-Votes | |
W. Dabbs Cavin | | | 23,475,492 | | | | 1,259,876 | | | | 1,424 | | | | 11,618,339 | |
William Changose | | | 24,580,562 | | | | 146,011 | | | | 10,219 | | | | 11,618,339 | |
K. Aaron Clark | | | 22,291,270 | | | | 2,435,081 | | | | 10,441 | | | | 11,618,339 | |
Frank Conner | | | 24,657,276 | | | | 69,031 | | | | 10,485 | | | | 11,618,339 | |
Scott T. Ford | | | 22,257,865 | | | | 2,477,725 | | | | 1,202 | | | | 11,618,339 | |
G. Brock Gearhart | | | 24,614,148 | | | | 101,481 | | | | 21,163 | | | | 11,618,339 | |
John J. Ghirardelli | | | 24,660,285 | | | | 66,066 | | | | 10,441 | | | | 11,618,339 | |
O. Fitzgerald Hill | | | 24,648,687 | | | | 66,117 | | | | 21,988 | | | | 11,618,339 | |
Daniel C. Horton | | | 23,911,959 | | | | 781,397 | | | | 43,436 | | | | 11,618,339 | |
J. Matthew Machen | | | 23,333,265 | | | | 1,402,103 | | | | 1,424 | | | | 11,618,339 | |
Richard N. Massey | | | 23,138,304 | | | | 1,596,592 | | | | 1,896 | | | | 11,618,339 | |
Ian R. Vaughan | | | 24,584,076 | | | | 109,280 | | | | 43,436 | | | | 11,618,339 | |
(ii) The appointment of BKD, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017 was ratified by the indicated votes:
Votes For | Votes Against | Votes Abstained |
35,894,825 | 453,351 | 6,955 |
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.
| BEAR STATE FINANCIAL, INC. |
| |
| |
Date: May 18, 2017 | By: | /s/ Sherri R. Billings |
| Name: | Sherri R. Billings |
| Title: | Senior Executive Vice President Chief Financial Officer |