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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Quarterly Period Ended March 31, 1994 Commission File Number 1-9021
WACHOVIA CORPORATION
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(Exact name of registrant as specified in its charter)
North Carolina 56-1473727
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
301 North Main Street, Winston-Salem, North Carolina 27150
191 Peachtree Street, N.E., Atlanta, Georgia 30303
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (910)770-5000, (404)332-5000
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Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days. Yes x No
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Indicated below is the number of shares outstanding of each of the issuer's
classes of common stock as of April 30, 1994
Common Stock, $5.00 par value, 171,460,304 shares
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QUARTERLY REPORT ON FORM 10-Q
WACHOVIA CORPORATION
March 31, 1994
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
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Wachovia Corporation ("Wachovia"), a North Carolina corporation, is a bank
holding company registered under the Bank Holding Company Act of 1956, as
amended, and a savings and loan holding company within the meaning of the Home
Owners Loan Act of 1933, as amended by the Financial Institutions Reform,
Recovery and Enforcement Act of 1989. Its member companies provide a wide
range of banking and bank-related services to customers throughout the United
States and abroad.
Wachovia's principal subsidiaries, Wachovia Bank of North Carolina, N.A.,
Wachovia Bank of Georgia, N.A., and The South Carolina National Bank provide
personal, commercial, trust and institutional banking services through 503
full-service banking offices located in North Carolina, South Carolina and
Georgia. In addition, The First National Bank of Atlanta, another subsidiary
of Wachovia Corporation, provides credit card services for Wachovia's
affiliated banks. National and international banking services are provided
through Wachovia's three Cayman Island branches, an Edge Act subsidiary located
in New York, and various offices located throughout the Southeast, the nation
and the world.
The following consolidated financial statements of Wachovia Corporation and
subsidiaries are included on pages 15 through 18 of the quarterly Report to
Shareholders of the Registrant (attached hereto as Exhibit 19) and are
incorporated herein by reference:
Consolidated Statement of Condition
Consolidated Statement of Income
Consolidated Statement of Shareholders' Equity
Consolidated Statement of Cash Flows
The accompanying unaudited consolidated financial statements in Exhibit 19 do
not include all information and footnotes required under generally accepted
accounting principles. However, in the opinion of management, the profit and
loss information presented in the interim financial statements reflects all
adjustments necessary to present fairly the results of operations for the
periods presented. Adjustments reflected in the first quarter 1994 figures are
of a normal, recurring nature. The results of operations shown in the interim
statements are not necessarily indicative of the results that may be expected
for the entire year.
Item 2. Management's Discussion and Analysis of Financial Condition and
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Results of Operations
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Management's discussion and analysis included on pages 4 - 14 of the quarterly
Report to Shareholders of the Registrant (attached hereto as Exhibit 19) is
incorporated herein by reference.
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
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At the annual meeting of shareholders held on April 22, 1994, six directors
were elected and the appointment of Ernst and Young as independent auditors for
1994 was ratified. Shareholders also approved the Wachovia Corporation Stock
Plan and certain amendments to the Wachovia Corporation Senior Management
Incentive Plan to
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QUARTERLY REPORT ON FORM 10-Q
WACHOVIA CORPORATION
March 31, 1994
Item 4. Submission of Matters to a Vote of Security Holders (Continued)
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preserve Wachovia's tax deduction for certain plan awards. The distribution
of shareholders' votes was as follows:
Shares
Voted Shares
in Favor Withheld
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Election of directors:
Leslie M. Baker, Jr. 145,786,270 522,709
Rufus C. Barkley, Jr. 145,226,391 1,082,588
John L. Clendenin 145,775,047 533,932
Robert M. Holder, Jr. 145,783,455 525,524
W. Duke Kimbrell 145,248,131 1,060,848
John G. Medlin, Jr. 145,766,763 542,216
Wachovia Corporation Stock Plan:
Shares Voted in Favor 138,124,303
Shares Voted Against 6,428,097
Abstentions 1,672,893
Broker Non-Votes 83,704
Amendments to the Wachovia Corporation
Senior Management Incentive Plan:
Shares Voted in Favor 140,818,901
Shares Voted Against 3,459,832
Abstentions 1,943,072
Broker Non-Votes 87,174
Ratification of the appointment
of independent auditors:
Shares Voted in Favor 145,344,222
Shares Voted Against 309,744
Abstentions 655,013
Item 6. Exhibits and Reports on Form 8-K
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(a) Exhibits
10.1 Wachovia Corporation Stock Plan (Exhibit 4.1 to S-8 Registration
Statement No. 033-53325*)
10.2 Wachovia Corporation Senior Management Incentive Plan
as amended through April 22, 1994
11 Computation of Earnings Per Common Share
19 Wachovia Corporation Report to Shareholders for the
period ending March 31, 1994
* Incorporated by reference
(b) Reports on Form 8-K
A Current Report on Form 8-K, dated January 11, 1994, was filed so as to file
with the Securities and Exchange Commission a Statement setting forth the
computation of Ratios of Earnings to Fixed Charges to be incorporated into
Wachovia's Registration Statement on Form S-3 (Registration No. 33-59206).
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QUARTERLY REPORT ON FORM 10-Q
WACHOVIA CORPORATION
March 31, 1994
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 thereunto duly authorized.
WACHOVIA CORPORATION
May 11, 1994 By ROBERT S. McCOY, JR.
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Robert S. McCoy, Jr.
Executive Vice President
and Chief Financial Officer
(Principal Financial Officer)
May 11, 1994 By JOHN C. McLEAN, JR.
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John C. McLean, Jr.
Comptroller
(Principal Accounting Officer)