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 23, 2014
TCF FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | | 001-10253 | | 41-1591444 |
(State or other jurisdiction of | | (Commission File Number) | | (IRS Employer Identification No.) |
incorporation) | | | | |
200 Lake Street East, Mail Code EX0-03-A, Wayzata, Minnesota 55391-1693
(Address of principal executive offices, including Zip Code)
(952) 745-2760
(Registrant’s telephone number, including area code)
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
TCF Financial Corporation (“TCF”) held its 2014 Annual Meeting of stockholders on April 23, 2014. The following is a brief description of each matter voted at the 2014 Annual Meeting of Stockholders and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, as to each matter.
| | For | | Withheld | | Broker
Non-Votes | | |
1. Election of Directors: | | | | | | | | |
Raymond L. Barton | | 95,517,749 | | 38,497,561 | | 11,171,389 | | |
Peter Bell | | 132,554,696 | | 1,460,614 | | 11,171,389 | | |
William F. Bieber | | 95,403,105 | | 38,612,205 | | 11,171,389 | | |
Theodore J. Bigos | | 95,509,794 | | 38,505,516 | | 11,171,389 | | |
William A. Cooper | | 128,576,635 | | 5,438,675 | | 11,171,389 | | |
Thomas A. Cusick | | 132,013,222 | | 2,002,088 | | 11,171,389 | | |
Craig R. Dahl | | 132,459,926 | | 1,555,384 | | 11,171,389 | | |
Karen L. Grandstrand | | 132,838,304 | | 1,177,006 | | 11,171,389 | | |
Thomas F. Jasper | | 132,425,161 | | 1,590,149 | | 11,171,389 | | |
George G. Johnson | | 132,198,021 | | 1,817,289 | | 11,171,389 | | |
Vance K. Opperman | | 94,986,983 | | 39,028,327 | | 11,171,389 | | |
James M. Ramstad | | 132,814,594 | | 1,200,716 | | 11,171,389 | | |
Barry N. Winslow | | 132,232,661 | | 1,782,649 | | 11,171,389 | | |
Richard A. Zona | | 132,845,958 | | 1,169,352 | | 11,171,389 | | |
| | | | | | | | |
| | | | | | | | |
| | For | | Against | | Abstentions | | Broker
Non-Votes | |
2. Advisory vote on executive
compensation as disclosed in
the Proxy Statement | | 60,927,063 | | 72,893,996 | | 194,251 | | 11,171,389 | |
| | | | | | | | | |
| | | | | | | | | |
| | For | | Against | | Abstentions | | |
3. Advisory vote on the
appointment of KPMG LLP
as independent registered
public accountants for the
fiscal year ending December
31, 2014 | | 143,795,652 | | 1,135,396 | | 255,561 | | |
| | | | | | | | | | |
2
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.
| TCF FINANCIAL CORPORATION |
| |
| |
| /s/ William A. Cooper |
| William A. Cooper,
Chairman and Chief Executive Officer
(Principal Executive Officer) |
| |
| |
| /s/ Michael S. Jones |
| Michael S. Jones
Executive Vice President and Chief Financial Officer
(Principal Financial Officer) |
| |
| |
| /s/ Susan D. Bode |
| Susan D. Bode
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer) |
Dated: April 25, 2014
3
