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): April 28, 2011
Southern National Bancorp of Virginia, Inc.
(Exact name of registrant as specified in its charter)
| Virginia | 001-33037 | 20-1417448 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
6830 Old Dominion Drive McLean, Virginia 22101 (Address of principal executive offices including zip code) |
Registrant's telephone number, including area code: (434) 973-5242
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 |
On April 28, 2011, Southern National Bancorp of Virginia, Inc. (the "Company") held its Annual Meeting of Stockholders, at which time stockholders were asked to consider four proposals, as follows:
| 1. | To elect three (3) directors of Class II to serve on the Board of Directors of the Company until the Company’s 2014 annual meeting of stockholders, and each until their successors are duly elected and qualified, or until their earlier resignation or removal; |
| 2. | To ratify the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2011; |
| 3. | To conduct an advisory (non-binding) vote regarding the compensation of the Company’s named executive officers; and |
| 4. | To conduct an advisory (non-binding) vote regarding the frequency of holding future advisory votes regarding the compensation of the Company’s named executive officers. |
The vote tabulation was as follows:
| 1. | Election of three Class II directors to serve for a term of three years: |
| | Votes For | Votes Withheld | Broker Non-Votes |
| Frederick L. Bollerer | 7,578,477 | 26,809 | 2,380,621 |
| Neil J. Call | 7,576,561 | 28,725 | 2,380,621 |
| John J. Forch | 7,576,561 | 28,725 | 2,380,621 |
The following directors' terms of office continued after the Annual Meeting:
Georgia S. Derrico
Charles A. Kabbash
R. Roderick Porter
Robin Shield
| 2. | To ratify the appointment of KPMG LLP as the independent registered public accounting firm of the Company for 2011: |
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
| 9,982,320 | 2,751 | 836 | 0 |
| 3. | Advisory (non-binding) vote regarding the compensation of the Company’s named executive officers: |
| | | | |
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
| 7,350,975 | 174,865 | 79,446 | 2,380,621 |
| 4. | Advisory (non-binding) vote regarding the frequency of holding future advisory votes regarding the compensation of the Company’s named executive officers: |
| 1 Year | 2 Years | 3 Years | Votes Abstained | Broker Non-Votes |
| 6,587,710 | 16,692 | 918,114 | 96,820 | 2,366,571 |
Based on these results regarding the frequency of holding future advisory votes regarding the compensation of the Company’s named executive officers, the Company will hold future advisory votes on executive compensation every year.
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.
Southern National Bancorp of Virginia, Inc.
(Registrant)
Dated: May 3, 2011 By: /s/William H. Lagos
William H. Lagos
Senior Vice President and Chief Financial Officer
