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
Regional Management Corp.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35477 | 57-0847115 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
509 West Butler Road
Greenville, South Carolina 29607
(Address of principal executive offices) (zip code)
(864) 422-8011
(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:
| ¨ | 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 2.02. Results of Operations and Financial Condition.
On April 29, 2014, Regional Management Corp. (the “Company”) issued a press release announcing financial results for the quarter ended March 31, 2014. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
This information is intended to be furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition,” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 5.07. Submission of Matters to a Vote of Security Holders.
The Company held its annual meeting of stockholders on April 23, 2014 (the “Annual Meeting”). The Company received proxies totaling 90.47% of its issued and outstanding shares of common stock, representing 11,446,676 shares of common stock, as of the record date. At the Annual Meeting, the stockholders of the Company voted on the following proposals, which are described in greater detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 19, 2014 (the “Proxy Statement”). The results of the voting are presented below.
Election of Directors
The Company’s stockholders elected the five nominees named in the Proxy Statement to serve as members of the Company’s Board of Directors until the next annual meeting of stockholders or until their successors are elected and qualified, based on the following final voting results:
| Nominee |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Roel C. Campos |
8,649,938 | 364,118 | 2,432,620 | |||||||||
| Alvaro G. de Molina |
8,695,593 | 318,463 | 2,432,620 | |||||||||
| Thomas F. Fortin |
8,779,518 | 234,538 | 2,432,620 | |||||||||
| Richard A. Godley |
5,767,063 | 3,246,993 | 2,432,620 | |||||||||
| Carlos Palomares |
8,809,150 | 204,906 | 2,432,620 | |||||||||
Ratification of Independent Auditor
The Company’s stockholders approved the ratification of McGladrey LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014, based on the following final voting results:
| For |
Against |
Abstain | ||
| 11,441,939 |
1,713 | 3,024 |
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit |
Description | |||
| 99.1 | Press Release issued by Regional Management Corp. on April 29, 2014, announcing financial results for Regional Management Corp. for the quarter ended March 31, 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.
| Regional Management Corp. | ||||||
| Date: April 29, 2014 | By: | /s/ Donald E. Thomas | ||||
| Donald E. Thomas | ||||||
| Executive Vice President and Chief Financial Officer | ||||||
EXHIBIT INDEX
| Exhibit |
Description of Exhibit | |
| 99.1 | Press Release issued by Regional Management Corp. on April 29, 2014, announcing financial results for Regional Management Corp. for the quarter ended March 31, 2014. | |