Bank of the Ozarks, Inc. (NASDAQ:OZRK) Files An 8-K Submission of Matters to a Vote of Security Holders

0

Bank of the Ozarks, Inc. (NASDAQ:OZRK) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07Submission of Matters to a Vote of Security Holders

A special meeting of the shareholders of Bank of the Ozarks, Inc.
(the Company) was held on June 23, 2017. The special meeting was
held in order to vote upon the following proposals:

1.

To approve a proposal to adopt the Agreement and Plan of
Merger dated as of April 10, 2017, by and among the
Company and its wholly-owned bank subsidiary, Bank of the
Ozarks (the Bank), as such agreement may be amended from
time to time (the Merger Proposal); and

2.

To approve a proposal to authorize the board of directors
to adjourn or postpone the special meeting to a later
date, if necessary or appropriate, including adjournments
to permit further solicitation of proxies in favor of the
Merger Proposal or to vote on other matters properly
brought before the special meeting (the Adjournment
Proposal).

At the special meeting, the Merger Proposal was approved by the
affirmative vote of a majority of the outstanding shares of the
Companys common stock entitled to vote at the special meeting.
Sufficient votes were also received to approve the Adjournment
Proposal, but an adjournment was not necessary in light of the
approval of the Merger Proposal.

As of May 1, 2017, the record date for the special meeting, there
were 121,577,177 shares of the Company common stock issued and
outstanding and eligible to be voted at the special meeting. A
total of 99,961,124 shares were represented in person or by proxy
at the special meeting, which constituted a quorum to conduct
business at the meeting. The items voted upon at the special
meeting and the final voting results for each proposal were as
follows:

Proposal No. 1.The Merger Proposal

Votes For

Votes Against

Abstentions

Broker Non-Votes

99,846,979

48,759

65,386

—-

Proposal No. 2. The Adjournment Proposal

Votes For

Votes Against

Abstentions

Broker Non-Votes

93,315,137

6,515,783

130,204

—-

Item 8.01Other Events

The Company and the Bank have received all required regulatory
approvals from the Arkansas State Bank Department and the Federal
Deposit Insurance Corporation in connection with the proposed
merger (Reorganization) of the Company with and into the Bank.The
Company anticipates closing the Reorganization on or about June
26, 2017, subject to customary closing conditions.

Upon consummation of the Reorganization, stock certificates
representing shares of the Companys common stock will
automatically represent the same number of shares of common stock
of the Bank. The Banks common stock will be traded on the NASDAQ
Global Select Market on an uninterrupted basis under the same
ticker symbol as the Companys common stock, OZRK, with the same
CUSIP number as the Companys common stock.


About Bank of the Ozarks, Inc. (NASDAQ:OZRK)

Bank of the Ozarks, Inc. is a bank holding company. The Company owns an Arkansas state chartered subsidiary bank, Bank of the Ozarks (the Bank). The Company, through the Bank, conducts operations through approximately 257 offices, including over 80 offices in Arkansas, approximately 30 in Georgia, over 20 in North Carolina, over 20 in Texas, approximately 44 in Florida, over three in Alabama, approximately two each in South Carolina and New York, and one in California. It owns Ozark Capital Statutory Trust II, Ozark Capital Statutory Trust III, Ozark Capital Statutory Trust IV and Ozark Capital Statutory Trust V (collectively, the Ozark Trusts). It owns Intervest Statutory Trust II, Intervest Statutory Trust III, Intervest Statutory Trust IV and Intervest Statutory Trust V. It provides a range of retail and commercial banking services. Its deposit services include checking, savings, money market, time deposit and individual retirement accounts.