Shareholder Vote

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 28, 2016     CULLEN/FROST BANKERS, INC. (Exact name of issuer as specified in its charter)                 Texas   001-13221   74-1751768 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)         100 West Houston Street, San Antonio, Texas   78,205 (Address of principal executive offices)   (Zip Code) (210) 220-4011 (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 (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 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.07 Submission of Matters to a Vote of Security Holders At the Annual Meeting of Shareholders of Cullen/Frost Bankers, Inc. (the “Corporation”) held on April 28, 2016 , shareholders voted on the following matters: (1) To elect fifteen nominees to serve as Directors for a one-year term that will expire at the 2017 Annual Meeting of Shareholders. Final voting results were as follows: Name of Nominee   Votes For   Votes Against   Abstentions   Broker Non-Votes R. Denny Alexander   47,423,692   3,187,114   328,472   6,093,081 Carlos Alvarez   50,400,088   234,045   305,145   6,093,081 Chris Avery   50,521,856   107,621   309,801   6,093,081 Royce S. Caldwell   47,252,171   3,365,758   321,349   6,093,081 Crawford H. Edwards   50,427,465   210,719   301,094   6,093,081 Ruben M. Escobedo   47,266,165   3,359,192   313,921   6,093,081 Patrick B. Frost   50,446,913   202,500   289,865   6,093,081 Phillip D. Green   49,914,093   722,594   302,591   6,093,081 David J. Haemisegger   50,498,634   137,744   302,900   6,093,081 Karen E. Jennings   50,313,255   322,824   303,199   6,093,081 Richard M. Kleberg, III   47,291,746   3,321,972   325,560   6,093,081 Charles W. Matthews   50,458,225   172,464   308,589   6,093,081 Ida Clement Steen   50,366,345   251,397   321,536   6,093,081 Horace Wilkins, Jr.   50,353,830   255,389   330,059   6,093,081 Jack Wood   50,346,915   279,840   312,523   6,093,081 (2) To ratify the selection of Ernst & Young LLP to act as independent auditors of Cullen/Frost for the fiscal year that began January 1, 2016. Final voting results were as follows: Votes For 56,281,515 Votes Against 428,482 Abstentions 322,362 (3) To provide nonbinding approval of executive compensation. Final voting results were as follows: Votes For 49,314,288 Votes Against 906,803 Abstentions 718,187 Broker Non-Votes 6,093,081 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.             CULLEN/FROST BANKERS, INC.       By: /s/ Jerry Salinas     Jerry Salinas     Group Executive Vice President and Chief Financial Officer     (Duly Authorized Officer, Principal Financial Officer and Principal Accounting Officer)     Dated: April 29, 2016