BANCFIRST CORPORATION (NASDAQ:BANF) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07. Submission of Matters to a Vote of Security Holders.
| (a) | On May 24, 2018, BancFirst Corporation (the “Company”) held its annual meeting of shareholders. As of the record date on April 6, 2018, the total number of shares of common stock outstanding and entitled to vote at the annual meeting was 32,708,215, of which 27,681,933 shares were represented at the meeting in person or by proxy. The purpose of the annual meeting was to vote on two proposals: (i) to elect the 21 directors nominated by our board; and (ii) to ratify BKD, LLP as our independent registered public accounting firm. Each of the foregoing proposals was set forth and described in the Notice of Annual Meeting and Proxy Statement of the Company dated April 10, 2018. At the meeting, the shareholders elected all 21 directors and ratified our independent auditors. |
| (b) | The number of votes cast for or against, as well as the number of abstentions and broker non-votes as to each such matter (where applicable), are set forth below: |
| Description of Proposal | Number of Shares | ||
|
Proposal No. 1-Election of Directors |
For | Withheld | Broker Non-Votes |
| Dennis L. Brand | 25,204,385 | 302,141 | 2,175,407 |
| C.L. Craig, Jr. | 24,776,739 | 729,787 | 2,175,407 |
| James R. Daniel | 25,195,197 | 311,329 | 2,175,407 |
| F. Ford Drummond | 24,807,235 | 699,291 | 2,175,407 |
| Joseph Ford | 25,419,242 | 87,284 | 2,175,407 |
| David R. Harlow | 25,351,931 | 154,595 | 2,175,407 |
| William O. Johnstone | 25,195,950 | 310,576 | 2,175,407 |
| Frank Keating | 24,281,932 | 1,224,594 | 2,175,407 |
| Dave R. Lopez | 24,782,657 | 723,869 | 2,175,407 |
| W. Scott Martin | 25,444,817 | 61,709 | 2,175,407 |
| Tom H. McCasland, III | 24,777,489 | 729,037 | 2,175,407 |
| Ronald J. Norick | 24,777,391 | 729,135 | 2,175,407 |
| David E. Rainbolt | 25,326,399 | 180,127 | 2,175,407 |
| H.E. Rainbolt | 25,313,100 | 193,426 | 2,175,407 |
| Michael S. Samis | 24,848,508 | 658,018 | 2,175,407 |
| Darryl Schmidt | 25,205,602 | 300,924 | 2,175,407 |
| Natalie Shirley | 24,806,608 | 699,918 | 2,175,407 |
| Robin Smith | 25,419,464 | 87,062 | 2,175,407 |
| Michael K. Wallace | 24,783,896 | 722,630 | 2,175,407 |
| Gregory G. Wedel | 24,792,588 | 713,938 | 2,175,407 |
| G. Rainey Williams, Jr. | 24,726,804 | 779,722 | 2,175,407 |
| Proposal No. 2- Ratify Independent | For | Against | Abstained | Broker Non-Votes |
| Registered Public Accounting Firm | 27,610,623 | 28,335 | 42,975 | – |
Item 7.01. Regulation FD Disclosure.
BancFirst Corporation Announces Declaration of Quarterly Dividend on its common stock and an Interest Payment on its BFC Capital Trust II
On May 24, 2018, BancFirst Corporation’s Board of Directors declared a $0.21 per share cash dividend on its common stock. The dividend is payable July 13, 2018, to shareholders of record on June 29, 2018. BancFirst Corporation will also pay the quarterly interest payment on $26.8 million of its 7.20% Junior Subordinated Debentures related to the trust preferred securities issued by its statutory trust subsidiary, BFC Capital Trust II. The trust will use the proceeds of the interest payment to pay a dividend of $0.45 per share on the trust preferred securities, payable July 13, 2018, to shareholders of record on June 29, 2018.
About BANCFIRST CORPORATION (NASDAQ:BANF)
BancFirst Corporation is a financial holding company. The Company conducts its operating activities through its principal subsidiary, BancFirst (the Bank), a state-chartered bank. It has four business units, which include metropolitan banks, community banks, other financial services, and executive, operations and support. The metropolitan and community banks offer traditional banking products, such as commercial and retail lending, and a line of deposit accounts. The metropolitan banks consist of banking locations in the metropolitan Oklahoma City and Tulsa areas. The community banks consist of banking locations in communities throughout Oklahoma. Its other financial services are specialty product business units, including guaranteed small business lending, residential mortgage lending, trust services, securities brokerage, electronic banking and insurance. The executive, operations and support groups represent executive management, operational support and corporate functions.
