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 10, 2016
NICOLET BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
| Wisconsin | | 001-37700 | | 47-0871001 |
(State or other jurisdiction of
incorporation or organization) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
111 North Washington Street
Green Bay, Wisconsin 54301
(Address of principal executive offices)
(920) 430-1400
(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:
| ¨ | 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 5.07 Submission of Matters to a Vote of Security Holders
At the annual meeting of the shareholders of Nicolet Bankshares, Inc. (“Nicolet”), held on August 10, 2016 (the “Annual Meeting”), Nicolet’s shareholders approved the following proposals by the votes set forth below:
Proposal 1: Election of Directors
| Name | For | Withheld | Broker Non-Votes |
| Robert W. Agnew | 5,202,955 | 276,444 | 1,587,738 |
| Robert B. Atwell | 5,289,766 | 124,589 | 1,587,738 |
| Michael E. Daniels | 5,202,180 | 212,175 | 1,587,738 |
| John N. Dykema | 5,314,409 | 122,346 | 1,587,738 |
| Terrence R. Fulwiler | 5,088,672 | 325,683 | 1,587,738 |
| Christopher Ghidorzi | 5,332,625 | 81,730 | 1,587,738 |
| Thomas L. Herlache | 5,019,217 | 417,538 | 1,587,738 |
| Louis J. “Rick” Jeanquart | 5,183,975 | 230,380 | 1,587,738 |
| Donald J. Long, Jr. | 5,343,813 | 70,542 | 1,587,738 |
| Susan L. Merkatoris | 5,285,817 | 150,938 | 1,587,738 |
| William D. Murphy | 5,214,297 | 200,058 | 1,587,738 |
| Randy J. Rose | 5,324,005 | 90,350 | 1,587,738 |
| Elyse Mollner Stackhouse | 5,096,027 | 340,728 | 1,587,738 |
| Robert J. Weyers | 5,333,624 | 80,731 | 1,587,738 |
Proposal 2: Ratification of the selection of Porter Keadle Moore, LLC as Nicolet’s independent registered public accounting firm for the year ended December 31, 2016.
| For | | Against | | Abstain | | Broker Non-Votes |
| 6,786,211 | | 209,559 | | 17,368 | | N/A |
Proposal 3: Approve an amendment to the Nicolet 2011 Long Term Incentive Plan, increasing the number of common stock authorized and reserved for issuance from 500,000 to 1,500,000 shares.
| For | | Against | | Abstain | | Broker Non-Votes |
| 4,418,195 | | 922,861 | | 84,344 | | 1,587,738 |
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.
| Date: August 12, 2016 | NICOLET BANKSHARES, INC. |
| | |
| | |
| By: | /s/ Ann K. Lawson |
| | Name: Ann K. Lawson |
| | Title: Chief Financial Officer |
| | |
