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 24, 2012

 

 

UNION FIRST MARKET BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Virginia   0-20293   54-1598552

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

1051 East Cary Street

Suite 1200

Richmond, Virginia 23219

(Address of principal executive offices, including Zip Code)

 

 

Registrant’s telephone number, including area code: (804) 633-5031

 

 

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):

 

¨  

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 13c-4(c) under the Exchange Act (17 CFR 240.13c-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On April 24, 2012 Union First Market Bankshares Corporation (the “Company”) issued a press release announcing its financial results for the three months ended March 31, 2012. A copy of the Company’s press release is attached as Exhibit 99.1 hereto and is hereby incorporated herein by reference.

 

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

The Company held its annual shareholders’ meeting on April 24, 2012. At the annual meeting, the Company’s shareholders: (i) elected each of the persons listed below under Proposal 1 to serve as a Class I directors of the Company for a term that will continue until the 2015 Annual Meeting or the director’s mandatory retirement age, whichever is sooner; (ii) ratified the appointment of Yount, Hyde & Barbour, P. C. as the Company’s independent registered public accounting firm for 2012; and (iii) approved the advisory (non-binding) vote on compensation of the executives disclosed in the Company’s 2012 Proxy Statement.

The Company’s independent inspector of elections reported the vote of the shareholders as follows:

Proposal 1: To elect four Class I directors to serve until the 2015 Annual Meeting:

 

Nominees:    Votes FOR      Votes WITHHELD      Broker Non-Votes  

Douglas E. Caton

     16,693,098         695,138         3,238,923   

David J. Fairchild

     16,938,133         450,103         3,238,923   

R. Hunter Morin

     16,702,928         685,308         3,238,923   

Ronald L. Tillett

     17,265,831         122,405         3,238,923   

Proposal 2: To ratify the appointment of Yount, Hyde & Barbour, P. C. as the Company’s independent registered public accounting firm for 2012:

 

Votes FOR

   Votes AGAINST    Votes ABSTAIN    Broker Non-Votes
20,415,311    110,758    101,090    0

Proposal 3: To approve, in an advisory (non-binding) vote, the compensation of executives disclosed in the Company’s 2012 Proxy Statement:

 

Votes FOR

   Votes AGAINST    Votes ABSTAIN    Broker Non-Votes
13,361,917    3,780,365    245,954    3,238,923

The Company holds an annual (non-binding) advisory vote until the next required vote on the frequency of such votes.

 

Item 8.01 Other Events.

On April 25, 2012, the Company issued a press release announcing the declaration of a quarterly dividend payable on May 31, 2012 to shareholders of record as of May 18, 2012. A copy of the press release is attached as Exhibit 99.2 hereto and is hereby incorporated herein by reference.


Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

99.1    Union First Market Bankshares Corporation press release dated April 24, 2012
99.2    Union First Market Bankshares Corporation press release dated April 25, 2012


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.

 

    UNION FIRST MARKET BANKSHARES CORPORATION
Date: April 26, 2012     By:  

/s/ D. Anthony Peay

      D. Anthony Peay
      Executive Vice President and
      Chief Financial Officer