ACCESS NATIONAL CORPORATION (NASDAQ:ANCX) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07.
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Submission of Matters to a Vote of Security Holders. |
On March 15, 2017, Access National Corporation (Access) held a
special meeting of shareholders (the special meeting) in Reston,
Virginia. At the special meeting, the shareholders of Access were
asked to consider and vote on the following proposals: (1) to
approve the Agreement and Plan of Reorganization, dated as of
October 21, 2016, between Access and Middleburg Financial
Corporation (Middleburg), including the related Plan of Merger
(together, the merger agreement), to which Middleburg will merge
with and into Access (the merger proposal), and (2) to adjourn
the special meeting, if necessary or appropriate, to permit
further solicitation of proxies in the event there are not
sufficient votes at the time of the special meeting to approve
the merger proposal (the adjournment proposal). At the special
meeting, the merger proposal was approved by the affirmative vote
of more than two-thirds of the outstanding shares of Access
common stock entitled to vote at the special meeting.
As of January 31, 2017, the record date for the special meeting,
there were 10,695,300 shares of Access common stock issued and
outstanding and eligible to be voted at the special meeting. At
the special meeting, there were present in person or by proxy
8,857,883 shares of Accesss common stock, 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:
|
1. |
The Access merger proposal. |
| For | Against | Abstain |
Broker Non-Votes |
| 8,820,994 | 9,048 | 27,841 | 0 |
| 82.48% | 0.08% | 0.26% | 0% |
| 2. | The adjournment proposal. |
The adjournment proposal was withdrawn, as it was not necessary
due to the approval by Accesss shareholders of the merger
proposal.
| Item 8.01. | Other Events. |
On March 15, 2017, Access and Middleburg issued a joint press
release announcing (i) for Access, the results of the special
meeting described in Item 5.07 of this Form 8-K, and (ii) for
Middleburg, the results of the special meeting of shareholders of
Middleburg held on March 15, 2017 at which, among other things,
the merger agreement was approved. The press release is furnished
herewith as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) |
Exhibits |
The following exhibit is filed herewith:
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Exhibit No. |
Description |
| 99.1 |
Press release issued jointly by Access National Corporation and Middleburg Financial Corporation on March 15, 2017. |
About ACCESS NATIONAL CORPORATION (NASDAQ:ANCX)
Access National Corporation is a bank holding company. The Company operates through its subsidiary, Access National Bank (the Bank). The Bank provides credit, deposit, mortgage services and wealth management services to middle market commercial businesses and associated professionals, primarily in the Washington, District of Columbia Metropolitan Area. The Bank offers a range of financial services and products, and specializes in providing customized financial services to small and medium sized businesses, professionals and associated individuals. The Company operates through three segments: traditional commercial banking, mortgage banking and wealth management. Its commercial banking segment includes loans, investment securities and deposit services. Its mortgage banking segment includes mortgage loans held for sale, sales of loans in the secondary mortgage market and loan origination. Its wealth management segment includes portfolio asset management. ACCESS NATIONAL CORPORATION (NASDAQ:ANCX) Recent Trading Information
ACCESS NATIONAL CORPORATION (NASDAQ:ANCX) closed its last trading session 00.00 at 26.99 with 18,593 shares trading hands.