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):

May 10, 2016

 

HF FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

 

Delaware

 

033-44383

 

46-0418532

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

225 South Main Avenue
Sioux Falls, SD
(Address of principal executive offices)

 

57104
(Zip Code)

 

(605) 333-7556

(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):

 

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.

 

HF Financial Corp. (the “Company”) held its special meeting of stockholders on May 10, 2016. The matters that were voted upon at the meeting, and 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.

 

The proposal to adopt the Agreement and Plan of Merger (the “Merger Agreement”) dated as of November 30, 2015, between the Company and Great Western Bancorp, Inc., a Delaware corporation (“Great Western”), providing for Great Western’s acquisition of the Company through the merger of the Company with and into Great Western (the “Merger”), was approved.  The results of the vote were as follows:

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

 

5,481,229

 

110,740

 

15,193

 

 

 

The proposal to approve, by advisory (non-binding) vote, the compensation that may be paid or become payable to HF’s named executive officers in connection with the Merger was approved. The results of the vote were as follows:

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

 

5,066,833

 

428,794

 

111,535

 

 

 

The proposal to approve one or more adjournments of the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the special meeting to adopt the Merger Agreement was approved. The results of the vote were as follows:

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

 

5,080,605

 

507,550

 

19,007

 

 

 

2



 

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.

 

 

HF Financial Corp.

(Registrant)

 

 

 

 

Date: May 11, 2016

By:

/s/Stephen M. Bianchi

 

 

Stephen M. Bianchi, President and

 

 

Chief Executive Officer

 

 

(Duly Authorized Officer)

 

 

 

 

Date: May 11, 2016

By:

/s/Brent R. Olthoff

 

 

Brent R. Olthoff, Senior Vice President,

 

 

Chief Financial Officer and Treasurer

 

 

(Principal Financial Officer)

 

3


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