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 8, 2012
Guaranty Bancorp
(Exact name of registrant as specified in its charter)
Delaware | | 000-51556 | | 41-2150446 |
(State or other jurisdiction | | (Commission | | (IRS Employer |
of incorporation) | | File Number) | | Identification No.) |
1331 Seventeenth St., Suite 345 Denver, CO | | 80202 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code 303-675-1194
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
On May 8, 2012, the Company held its Annual Meeting of Stockholders for which the Board of Directors solicited proxies. At the Annual Meeting, the stockholders voted on and approved the following proposals stated in the Proxy Statement dated March 23, 2012.
1) Election of nine members of the Board of Directors who shall hold office until the next annual meeting of stockholders and until their successors are duly elected and qualified. All nominees for director were elected.
Election of Directors: | | For | | Against | | Abstain | | Non-Votes | |
Edward B. Cordes | | 79,405,860 | | 163,469 | | 414,450 | | 11,975,633 | |
John M. Eggemeyer | | 73,787,057 | | 5,783,352 | | 413,370 | | 11,975,633 | |
Keith R. Finger | | 79,401,011 | | 167,733 | | 415,035 | | 11,975,633 | |
Stephen D. Joyce | | 79,328,587 | | 241,837 | | 413,355 | | 11,975,633 | |
Gail H. Klapper | | 72,950,805 | | 6,619,361 | | 413,613 | | 11,975,633 | |
Stephen G. McConahey | | 79,003,020 | | 566,836 | | 413,923 | | 11,975,633 | |
Paul W. Taylor | | 79,409,769 | | 160,672 | | 413,338 | | 11,975,633 | |
W. Kirk Wycoff | | 79,385,757 | | 184,099 | | 413,923 | | 11,975,633 | |
Albert C. Yates | | 78,782,875 | | 741,088 | | 459,816 | | 11,975,633 | |
2) Ratification of the appointment of Crowe Horwath LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2012.
For | | Against | | Abstain | | Non-
Votes | |
91,732,054 | | 103,459 | | 123,899 | | — | |
2
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.
| GUARANTY BANCORP |
| | |
| | |
| By: | /s/ Christopher G. Treece |
| | Name: Christopher G. Treece |
| | Title: Executive Vice President, Chief Financial Officer and Secretary |
Date: May 11, 2012
3
