| 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 19, 2010 First Midwest Bancorp, Inc. (Exact name of registrant as specified in its charter) | |
| Delaware (State or other jurisdiction of Incorporation) | 0-10967 (Commission File Number) | 36-3161078 (IRS Employer Identification No.) | |
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| One Pierce Place, Suite 1500, Itasca, Illinois (Address of principal executive offices) | 60143 (Zip Code) | |
| (630) 875-7450 (Registrant's telephone number, including area code) N/A (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)) |
FIRST MIDWEST BANCORP, INC. |
FORM 8-K |
May 24, 2010 |
Item 5.07 Submission of Matters to a Vote of Security Holders.
First Midwest Bancorp, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 19, 2010. A total of 65,721,635 shares were represented in person or by proxy, or 88.63% of the total outstanding shares of common stock of the Company. The final results of stockholder voting on the four proposals presented were as follows:
Proposal 1 - Election of Directors
Michael L. Scudder (Approved)
For | Against | Abstain | Broker Non-Votes |
56,806,220 | 2,764,396 | 161,039 | 5,989,981 |
Brother James Gaffney (Approved)
For | Against | Abstain | Broker Non-Votes |
55,286,679 | 4,302,725 | 142,251 | 5,989,981 |
Patrick J. McDonnell (Approved)
For | Against | Abstain | Broker Non-Votes |
57,139,440 | 2,411,937 | 180,278 | 5,989,981 |
John L. Sterling (Approved)
For | Against | Abstain | Broker Non-Votes |
56,405,455 | 3,182,510 | 143,690 | 5,989,981 |
J. Stephen Vanderwoude (Approved)
For | Against | Abstain | Broker Non-Votes |
56,367,936 | 3,206,974 | 156,745 | 5,989,981 |
Proposal 2 (Approved) - Advisory (non-binding) vote ratifying the appointment of Ernst & Young LLP as the Company’s independent auditors for the fiscal year ending December 31, 2010.
For | Against | Abstain | Broker Non-Votes |
64,069,887 | 1,551,759 | 99,989 | |
Proposal 3 (Approved) - Approval of certain amendments to and the restatement and renewal of the First Midwest Bancorp, Inc. Omnibus Stock and Incentive Plan.
For | Against | Abstain | Broker Non-Votes |
49,466,927 | 10,048,948 | 215,780 | 5,989,981 |
Proposal 4 (Approved) - Advisory (non-binding) vote approving executive compensation.
For | Against | Abstain | Broker Non-Votes |
60,572,318 | 4,343,979 | 805,338 | |
SIGNATURES |
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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 thereunto duly authorized. |
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| First Midwest Bancorp, Inc. |
| (Registrant) |
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Date: May 24, 2010 | /s/ CYNTHIA A. LANCE |
| By: Cynthia A. Lance Executive Vice President and Corporate Secretary |
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