Document


 
 
 
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 17, 2017
 
 
 
AMERICAN NATIONAL BANKSHARES INC.
(Exact name of registrant as specified in its charter)
 
 
 
Virginia
0-12820
54-1284688
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
 
 
628 Main Street, Danville, VA 24541
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: 434-792-5111
 
 
 
 
 
 
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:
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 240.13a-4(c))
 


Item 5.07. Submission of Matters to a Vote of Security Holders.

American National Bankshares Inc. (“Company”) held its annual shareholders’ meeting on May 16, 2017. There were 8,638,744 shares of common stock entitled to vote at the Annual Meeting, of which 6,677,181 shares were present in person or by proxy. At the annual meeting, our shareholders (i) elected each of the persons listed below to serve as Class III directors of the Company, (ii) ratified the selection of an independent registered public accounting firm, (iii) approved, on an advisory basis, executive compensation of the Company’s named executive officers as disclosed in the proxy statement, (iv) approved, on an advisory basis, that an advisory vote on executive compensation should be held every year.






Our independent inspector of elections reported the vote of the shareholders as follows:

Proposal 1: Election of Class III Directors to Serve Until the 2020 Annual Meeting
 
Nominees
 
Votes
For
 
Votes
Withheld
 
Broker
Non-Votes
 
Votes Uncast
Charles H. Majors
 
4,884,324
 
216,847
 
1,576,010
 
—
Claude B. Owen, Jr.
 
4,732,783
 
368,388
 
1,576,010
 
—
Dan M. Pleasant
 
4,908,825
 
192,346
 
1,576,010
 
—
Joel R. Shepherd
 
4,904,148
 
197,023
 
1,576,010
 
—
 
Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
6,361,145
 
304,366
 
11,670
 
—

Proposal 3: Approval of Executive Compensation as Disclosed in the Proxy Statement

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
4,725,242
 
264,716
 
111,213
 
1,576,010

Proposal 4: Approval of Frequency of an Advisory Vote on Executive Compensation
 
1 Year
 
2 Years
 
3 Years
 
Abstentions
 
Broker Non-Votes
3,748,535
 
113,709
 
1,021,909
 
217,018
 
1,576,010


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.

 
Date: May 17, 2017                                                                                       /s/ William W. Traynham
Executive Vice President and Chief Financial Officer