0000019612-13-000014.txt : 20130417 0000019612-13-000014.hdr.sgml : 20130417 20130417073549 ACCESSION NUMBER: 0000019612-13-000014 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130415 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20130417 DATE AS OF CHANGE: 20130417 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHEMICAL FINANCIAL CORP CENTRAL INDEX KEY: 0000019612 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 382022454 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08185 FILM NUMBER: 13765754 BUSINESS ADDRESS: STREET 1: 235 E MAIN ST CITY: MIDLAND STATE: MI ZIP: 48640 BUSINESS PHONE: 989-839-5350 MAIL ADDRESS: STREET 1: 235 E MAIN ST CITY: MIDLAND STATE: MI ZIP: 48640 8-K 1 a8-k2013annualmeetingvotin.htm 8-K 8-K 2013 Annual Meeting Voting Results


 
 
 
 
 

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 15, 2013
Chemical Financial Corporation
(Exact Name of Registrant as
Specified in its Charter)
 
Michigan
(State or Other Jurisdiction
of Incorporation)
000-08185
(Commission
File Number)
38-2022454
(IRS Employer
Identification No.)
 

235 E. Main Street
Midland, Michigan
(Address of Principal Executive Offices)
 
48640
(Zip Code)
 
Registrant's telephone number, including area code:  (989) 839-5350

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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.

Chemical Financial Corporation (the "Corporation") held its annual meeting of shareholders on Monday, April 15, 2013. At that meeting, the shareholders voted on three proposals and cast their votes as described below.
Proposal 1
All of the directors of the Corporation are elected annually. All nominees for director were elected by the following votes:
 
 
Votes Cast
Election of Directors
 
For
 
Withheld
 
Broker Non-Votes
 
 
 
 
 
 
 
Gary E. Anderson
 
18,377,249

 
357,007

 
3,818,812

J. Daniel Bernson
 
18,396,829

 
337,428

 
3,818,812

Nancy Bowman
 
18,324,958

 
409,299

 
3,818,812

James R. Fitterling
 
18,380,450

 
353,807

 
3,818,812

Thomas T. Huff
 
18,286,549

 
447,708

 
3,818,812

Michael T. Laethem
 
18,504,951

 
229,306

 
3,818,812

James B. Meyer
 
18,487,934

 
246,322

 
3,818,812

Terence F. Moore
 
18,271,890

 
462,367

 
3,818,812

David B. Ramaker
 
18,167,738

 
566,519

 
3,818,812

Grace O. Shearer
 
18,308,141

 
426,116

 
3,818,812

Larry D. Stauffer
 
18,534,787

 
199,470

 
3,818,812

Franklin C. Wheatlake
 
18,404,564

 
329,693

 
3,818,812

Proposal 2
Proposal 2 was a proposal to ratify the appointment of KPMG LLP as independent registered public accounting firm for the year ending December 31, 2013, as described in the proxy statement. This proposal was approved.
Votes Cast
For
 
Against
 
Abstain
 
Broker Non-Votes
 
 
 
 
 
 
 
22,358,615

 
97,680

 
96,773

 
—
Proposal 3
Proposal 3 was a non-binding advisory proposal to approve the Corporation's executive compensation, as described in the proxy statement. This proposal was approved.
Votes Cast
For
 
Against
 
Abstain
 
Broker Non-Votes
 
 
 
 
 
 
 
17,575,135

 
859,801

 
299,320

 
3,818,812




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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.
Dated:
April 17, 2013
CHEMICAL FINANCIAL CORPORATION
(Registrant)
 
 
 
 
 
 
 
 
/s/ Lori A. Gwizdala
 
 
     Lori A. Gwizdala
     Executive Vice President, Chief Financial
     Officer and Treasurer




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