Current Report Filing (8-k)
June 01 2018 - 4:19PM
Edgar (US Regulatory)
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 30, 2018
United Bankshares, Inc.
(Exact name of registrant as specified in its charter)
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West Virginia
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No.
002-86947
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55-0641179
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(State or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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300 United Center
500 Virginia Street, East
Charleston, West Virginia 25301
(Address of Principal Executive Offices)
(304)
424-8800
(Registrants telephone number, including area code)
Not Applicable
(Former
name or 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:
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☐
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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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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 or Rule
12b-2
of the Securities Exchange Act of 1934.
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
United Bankshares, Inc. (United or the Company) held its Annual Meeting of Shareholders (the Meeting) on May 30, 2018
in McLean, Virginia. At the Meeting, shareholders voted on the following three matters outlined in the Companys proxy statement (the Proxy Statement): (1) to elect ten (10) persons to serve as directors of the Company for
a
one-year
term expiring at the 2019 Annual Meeting; (2) to ratify the selection of Ernst & Young LLP, as the independent registered public accounting firm for the fiscal year ending
December 31, 2018; and (3) to approve, on an advisory basis, the compensation of Uniteds named executive officers. The matters are described in detail in the Proxy Statement mailed to shareholders on or about April 10, 2018. The
shareholders elected each of the ten (10) persons listed below as directors of the Company for a
one-year
term expiring at the 2019 Annual Meeting; ratified the selection of Ernst & Young LLP, as
the independent registered public accounting firm for the fiscal year ending December 31, 2018; and approved, on an advisory basis, the compensation of Uniteds named executive officers. The voting results for the matters appear below.
Proposal 1. Election of Directors:
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Votes For
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Votes
Withheld
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Abstentions
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Broker
Non-Votes
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Votes
Uncast
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Richard M. Adams
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74,837,507
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1,441,920
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18,898,207
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15,195
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Robert G. Astorg
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63,230,236
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13,049,191
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18,898,207
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15,195
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Peter A. Converse
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74,962,961
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1,316,466
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18,898,207
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15,195
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Michael P. Fitzgerald
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74,963,014
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1,316,413
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18,898,207
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15,195
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Theodore J. Georgelas
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74,698,244
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1,581,182
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18,898,207
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15,195
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J. Paul McNamara
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73,409,481
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2,869,946
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18,898,207
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15,195
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Mark R. Nesselroad
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75,114,673
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1,164,754
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18,898,207
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15,195
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Mary K. Weddle
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74,702,428
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1,576,999
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18,898,207
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15,195
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Gary G. White
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75,115,866
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1,163,561
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18,898,207
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15,195
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P. Clinton Winter
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62,576,957
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13,702,470
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18,898,207
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15,195
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Proposal 2. Ratification of the selection of Ernst & Young LLP as the Companys independent registered public
accounting firm for 2018:
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For
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Against
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Abstentions
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Broker Non-Votes
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Votes Uncast
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93,615,655
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1,405,774
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171,129
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272
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Proposal 3. Approval, on an advisory basis, the compensation of Uniteds named executive officers:
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For
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Against
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Abstentions
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Broker Non-Votes
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Votes Uncast
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72,378,636
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2,559,906
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1,355,849
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18,898,207
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230
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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UNITED BANKSHARES, INC.
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Date: June
1, 2018
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By:
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/s/ W. Mark Tatterson
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W. Mark Tatterson, Executive Vice
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President and Chief Financial Officer
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