UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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 16, 2017
| | SELECT BANCORP, INC. | |
| | (Exact Name of Registrant as Specified in Charter) | |
| North Carolina | 000-50400 | 20-0218264 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 700 W. Cumberland Street, Dunn, North Carolina | 28334 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code:(910) 892-7080
| 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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. |
On May 16, 2017, Select Bancorp, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). There were two proposals submitted to shareholders at the Annual Meeting. In the case of Proposal 1, all of the Board of Directors’ nominees were approved and elected to serve on the Company’s Board of Directors. Proposal 2 was approved by the shareholders entitled to vote at the Annual Meeting. The proposals below are described in greater detail in the Company’s definitive proxy statement for the Annual Meeting, as filed with the Securities and Exchange Commission on March 31, 2017.
The voting results were as follows:
Proposal 1:Proposal to elect four members of the Board of Directors, each for a term of office of three years or until his successor is duly elected and qualified.
| Directors Elected | | Votes For | | Votes Withheld | | Broker Non-Votes |
| | | | | | | |
| Gerald W. Hayes | | 4,865,992 | | 311,128 | | 3,662,770 |
| William L. Hedgepeth II | | 4,975,435 | | 201,685 | | 3,662,770 |
| Carlie C. McLamb, Jr. | | 5,114,357 | | 62,763 | | 3,662,770 |
| Anthony E. Rand | | 4,751,528 | | 425,592 | | 3,662,770 |
Proposal 2:Proposal to ratify the appointment of Dixon Hughes Goodman LLP as the Company’s independent registered public accounting firm for 2017.
| For | | Against | | Abstain | | Broker Non-Votes |
| | | | | | | |
| 8,789,372 | | 4,560 | | 45,958 | | - |
A copy of the press release announcing the voting results of the Annual Meeting is included as Exhibit 99.1 hereto and incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. | | Description |
| 99.1 | | Press release dated May 16, 2017, regarding the voting results of the Company’s Annual Meeting of Shareholders. |
This Current Report on Form 8-K (including information included or incorporated by reference herein) may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of Registrant’s goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook” or similar expressions. These statements are based upon the current belief and expectations of Registrant’s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond Registrant’s control).
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.
| | SELECT BANCORP, INC. | |
| | | | |
| | | | |
| Date: May 17, 2017 | By: | /s/ Mark A. Jeffries | |
| | | Mark A. Jeffries | |
| | | Executive Vice President and Chief Financial Officer | |
EXHIBIT INDEX
| EXHIBIT NO. | DESCRIPTION OF EXHIBIT |
| | |
| 99.1 | Press release, dated May 16, 2017, regarding the voting results of the Company’s Annual Meeting of Shareholders. |
