UNITED STATES
Washington, DC 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: April 26, 2010
(Exact Name of Registrant as Specified in Charter)
Michigan | 000-14209 | 38-2633910 | |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |
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311 Woodworth AvenueAlma, Michigan |
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48801 | |
(Address of principal executive office) |
| (Zip Code) | |
Registrant's telephone number, including area code: (989) 463-3131
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)).
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Section 5.07 Submission of Matters to a Vote of Security Holders.
Four proposals were submitted to a vote of security holders at our annual shareholder's meeting on April 26, 2010:
· Proposal One: Election of directors.
· Proposal Two: Advisory vote on Firstbank Corporation's executive compensation.
· Proposal Three: Ratification of the appointment of independent auditors.
· Proposal Four: Any other business that may properly come before the meeting or any adjournment of the meeting.
Proposal One: Election of Directors
All nominees proposed for the Class of 2013 were elected. Shareholders cast votes for these nominees as follows:
Nominee |
| For | Withheld |
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David W. Fultz | 4,190,297 | 185,994 | |
William E. Goggin | 4,199,586 | 176,705 | |
The terms of Thomas Dickinson, Jeff Gardner, Edward Grant, David Roslund, Thomas R. Sullivan and Samuel Smith continued after the annual meeting.
Proposal Two: Advisory (nonbinding) Vote on Firstbank Corporation's Executive Compensation
This proposal, required by our participation in the U.S. Treasury's Capital Purchase Program, gave shareholders the opportunity to vote on an advisory (nonbinding) resolution to approve executive compensation as described in our 2010 proxy statement. This resolution was approved, with shareholders casting votes as follows:
| For | Against | Abstain |
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Advisory (nonbinding) vote on executive compensation | 4,855,053 | 566,532 | 198,454 |
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Proposal Three: Ratification of Selection of Independent Registered Public Accounting Firm
This proposal gave shareholders the opportunity to vote to ratify our selection of Plante & Moran, PLLC as our independent registered public accounting firm for 2010. This selection was ratified, with shareholders casting votes as follows:
| For | Against | Abstain |
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Ratification of selection of independent public accounting firm | 5,492,327 | 56,265 | 71,439 |
Proposal Four: Any Other Business that may Properly Come Before the Meeting or any Adjournment of the Meeting
No further business was brought before the annual meeting.
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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 thereunto duly authorized.
Dated: April 27, 2010 |
| FIRSTBANK CORPORATION (Registrant)
By:/s/ Samuel G. Stone Samuel G. Stone Executive Vice President and CFO |
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