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8-KThe WireRoutine

Shareholder Vote

Filed Apr 26, 2018 · 8y ago · Accession 0000039263-18-000025

Plain English

Material event — a significant development the company must disclose promptly.

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United States Securities and Exchange Commission 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 25, 2018   Cullen/Frost Bankers, Inc. (Exact name of issuer as specified in its charter)   Texas 74-1751768 (State or other jurisdiction of incorporation) (I.R.S. Employer Identification No.)     100 W. Houston Street, San Antonio, Texas 78205 (Address of principal executive offices) (Zip code) (210) 220-4011 (Registrant’s telephone number, including area code) N/A (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: ¨ 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)) Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company     ¨ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ¨ 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 25, 2018 , shareholders voted on the following matters: (1) To elect fourteen nominees to serve as Directors for a one-year term that will expire at the 2019 Annual Meeting of Shareholders. Final voting results were as follows: Name of Nominee   Votes For   Votes Against   Abstentions   Broker Non-Votes Carlos Alvarez   54,610,296   358,090   295,262   5,570,723 Chris Avery   54,818,693   143,925   301,030   5,570,723 Samuel G. Dawson   54,863,553   103,437   296,658   5,570,723 Crawford H. Edwards   54,695,032   281,359   287,257   5,570,723 Patrick B. Frost   54,580,678   390,064   292,906   5,570,723 Phillip D. Green   54,168,642   792,410   302,596   5,570,723 David J. Haemisegger   54,855,364   112,397   295,887   5,570,723 Jarvis V. Hollingsworth   54,583,196   378,464   301,988   5,570,723 Karen E. Jennings   54,663,730   303,661   296,257   5,570,723 Richard M. Kleberg, III   54,667,568   306,155   289,925   5,570,723 Charles W. Matthews   47,647,792   7,158,266   457,590   5,570,723 Ida Clement Steen   54,591,226   366,724   305,698   5,570,723 Graham Weston   49,933,922   5,034,582   295,144   5,570,723 Horace Wilkins, Jr.   54,632,822   327,098   303,728   5,570,723 (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, 2018. Final voting results were as follows: Votes For 60,091,047 Votes Against 444,503 Abstentions 298,821 (3) To provide nonbinding approval of executive compensation. Final voting results were as follows: Votes For 53,443,270 Votes Against 1,272,200 Abstentions 548,178 Broker Non-Votes 5,570,723 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 26, 2018
Filing details
Ticker
CFR
CIK
39263
Form type
8-K
Filing date
Apr 26, 2018
Report date
Apr 25, 2018
Document
form8-k2q18proxyvoteresults.htm
Size
68 KB