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 15, 2014
QCR Holdings, Inc.
(Exact name of registrant as specified in its charter)
Commission File Number: 0-22208
| Delaware | 42-1397595 |
| (State or other jurisdiction of incorporation) | (I.R.S. Employer Identification Number) |
3551 Seventh Street
Moline, Illinois 61265
(Address of principal executive offices, including zip code)
(309) 743-7721
(Registrant's telephone number, including area code)
Not Applicable
(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 (see General Instruction A.2 below):
| 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)) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 14, 2014, the Company held its annual meeting of stockholders in Davenport, Iowa. Of the 7,915,362 shares of common stock issued and outstanding as of the record date for the meeting, 6,112,781shares were represented at the meeting in person or by proxy, constituting approximately 77% of the outstanding shares.
Four proposals were presented to the stockholders, and the final results of voting on each of the matters submitted to a vote during the annual meeting are as follows:
| 1. | For the election of four (4) Class III directors of the Company |
| NOMINEE | FOR | WITHHELD | BROKER N.V. |
| Michael L. Peterson | 4,554,682 | 112,538 | 1,445,561 |
| Ronald G. Peterson | 4,546,616 | 120,604 | 1,445,561 |
| John D. Whitcher | 4,555,727 | 111,493 | 1,445,561 |
| Marie Z. Ziegler | 4,556,260 | 110,960 | 1,445,561 |
| 2. | To ratify, on an advisory basis, the appointment of Linda K. Neuman to the Board |
| FOR | AGAINST | ABSTAIN | BROKER N.V. |
| 4,570,526 | 91,536 | 5,158 | 1,445,561 |
| 3. | To approve, in a non-binding, advisory vote the compensation of certain executive officers |
| FOR | AGAINST | ABSTAIN | BROKER N.V. |
| 4,418,102 | 168,003 | 81,115 | 1,445,561 |
| 4. | To ratify the appointment of McGladrey LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 |
| FOR | AGAINST | ABSTAIN | BROKER N.V. |
| 6,093,708 | 7,404 | 9,252 | 2,417 |
Item 8.01. Other Events.
(a) On May 14, 2014, the Company reviewed a presentation at its annual meeting. This presentation is available to view at the Company’s website, www.qcrh.com, and is also attached hereto as Exhibit 99.1.
(b) On May 15, 2014, the Company issued a press release, a copy of which is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| | (d) Exhibits | |
| | | |
| | Exhibit Number | Description |
| | | |
| | 99.1 | Annual Meeting Presentation |
| | 99.2 | Press release dated May 15, 2014 |
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.
| | QCR Holdings, Inc. | |
| | | | |
| | | | |
| Dated: May 15, 2014 | By: | /s/ Todd A. Gipple | |
| | | Todd A. Gipple | |
| | | Executive Vice President, Chief Operating Officer and Chief Financial Officer |
