- Current report filing (8-K)
May 02 2011 - 3:04PM
Edgar (US Regulatory)
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 26, 2011
FIRST DEFIANCE FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
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Ohio
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0-26850
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34-1803915
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(State or other jurisdiction
of incorporation)
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(Commission
File No.)
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(IRS Employer
I.D. No.)
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601 Clinton Street, Defiance, Ohio 43512
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(Address of principal executive offices) (Zip Code)
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Registrants telephone number, including area code: (419) 782-5015
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):
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Section 5 Corporate Governance and Management
Item 5.07
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Submission of Matters to a Vote of Security Holders.
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(a)
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On April 26, 2011, First Defiance Financial Corp. (First Defiance) held its 2011 Annual Meeting of Shareholders (the Annual Meeting). At the close of
business on March 4, 2011, the voting record date, there were 8,117,341 First Defiance common shares outstanding and entitled to vote. At the Annual Meeting, 5,904,087, or 72.7%, of the outstanding common shares entitled to vote were
represented by proxy or in person.
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(b)
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(i)
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Directors elected at the Annual Meeting for a three year term to expire at the 2014
Annual Meeting of Shareholders:
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Number of Votes:
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For
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Withheld
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Broker Non-Votes
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Jean A. Hubbard
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3,951,060
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354,493
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1,598,534
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Barbara A. Mitzel
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4,008,145
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297,408
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1,598,534
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James L. Rohrs
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4,025,508
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280,045
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1,598,534
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Thomas A. Voigt
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3,960,076
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345,477
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1,598,534
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Other directors
whose term of office continued after the Annual Meeting:
Douglas A. Burgei
Dwain I. Metzger
Samuel S. Strausbaugh
John L. Bookmyer
Stephen L. Boomer
Peter A. Diehl
William J. Small
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(ii)
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With respect to the vote to approve, in a non-binding advisory vote, First Defiances executive compensation disclosed in the proxy statement for the Annual
Meeting:
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Number of Votes:
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For
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Against
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Broker Non-Votes
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Abstain
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3,845,632
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408,470
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1,598,535
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51,450
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2
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(iii)
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With respect to the vote to ratify the appointment of Crowe Horwath LLP as First Defiances independent registered public accounting firm for the 2011 fiscal year:
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Number of Votes:
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For
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Against
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Broker Non-Votes
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Abstain
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5,807,039
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75,077
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21,971
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3
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 thereunto duly authorized.
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FIRST DEFIANCE FINANCIAL CORP.
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By:
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/s/ Donald P. Hileman
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Donald P. Hileman
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Chief Financial Officer
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Date: May 2, 2011
4
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