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 1, 2014
Southside Bancshares, Inc.
(Exact name of registrant as specified in its charter)
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| Texas | 0-12247 | 75-1848732 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
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| 1201 S. Beckham, Tyler, Texas | | 75701 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code (903) 531-7111
NA
(Former name or former address, if changed since last report)
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| | 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: |
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| p | Written communications pursuant to Rule 425 under Securities Act (17 CFR 230-425) |
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| p | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240-14a-12) |
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| p | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| p | Pre-commencement communications pursuant to Rule 13e-4(c) under Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The annual meeting of shareholders of Southside Bancshares, Inc. (the “Company”) was held on May 1, 2014, in Tyler, Texas. Five directors were elected for a term of three years. The shareholders adopted, on a non-binding, advisory basis, a proposal approving the compensation of the Company’s named executive officers. The shareholders re-approved the material terms of performance goals for qualified performance-based awards under the Southside Bancshares, Inc. 2009 Incentive Plan. The shareholders approved the restated certificate of formation, which became effective on May 2, 2014. The appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2014, was ratified.
The final voting results are set forth below:
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| | Shares Voted |
Nominees for Director for a term expiring at the 2017 Annual Meeting | For | | Withheld | | Non Votes | | |
| Lawrence Anderson, M.D. | 12,462,154 |
| | 144,986 |
| | 2,766,484 |
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| Sam Dawson | 12,494,473 |
| | 112,667 |
| | 2,766,484 |
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| Melvin B. Lovelady, CPA | 12,125,056 |
| | 482,084 |
| | 2,766,484 |
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| William Sheehy | 11,818,916 |
| | 788,224 |
| | 2,766,484 |
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| Preston L. Smith | 12,533,661 |
| | 73,479 |
| | 2,766,484 |
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| | For | | Against | | Abstain | | Non Votes |
| Executive Compensation | 12,138,477 |
| | 350,144 |
| | 118,519 |
| | 2,766,484 |
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| | For | | Against | | Abstain | | Non Votes |
| 2009 Incentive Plan | 12,321,150 |
| | 204,226 |
| | 81,764 |
| | 2,766,484 |
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| | For | | Against | | Abstain | | Non Votes |
| Restated Certificate of Formation | 12,547,274 |
| | 14,417 |
| | 45,449 |
| | 2,766,484 |
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| | For | | Against | | Abstain | | |
| Ratification of Independent Auditors | 15,191,707 |
| | 129,616 |
| | 52,301 |
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| | Outstanding | | # Voted | | % Voted | | |
| At Date of Record | 17,918,862 |
| | 15,373,624 |
| | 85.80% |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | Southside Bancshares, Inc. |
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| Date: May 7, 2014 | By: | /s/ Lee R. Gibson |
| | | Lee R. Gibson, CPA |
| | | Senior Executive Vice President and Chief Financial Officer |
