RF-2014.04.29 Vote Results


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 24, 2014
 
 
REGIONS FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
DELAWARE
 
001-34034
 
63-0589368
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
1900 FIFTH AVENUE NORTH
BIRMINGHAM, ALABAMA 35203
(Address, including zip code, of principal executive office)
Registrant’s telephone number, including area code: (800) 734-4667
 
 
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 communication 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))





Item 5.07.
Submission of Matters to a Vote of Security Holders.
At the annual meeting of stockholders of Regions Financial Corporation ("Regions") held on April 24, 2014, the stockholders reelected Regions’ 13 incumbent Directors standing for election, ratified the selection of Ernst & Young LLP as Regions’ independent registered public accounting firm for the 2014 fiscal year, and approved executive compensation.
The following is a summary of the voting proposals for each matter presented to our stockholders:
1. An election of 13 Directors was held and the shares were voted as follows for the election of each of the following:
 
 
For
Against
Abstain
 
Broker
Non-Votes
George W. Bryan
 
918,889,096

13,622,847

2,266,096

 
215,210,149

Carolyn H. Byrd
 
921,881,015

10,648,044

2,248,980

 
215,210,149

David J. Cooper, Sr.
 
927,239,985

5,290,667

2,247,387

 
215,210,149

Don DeFosset
 
927,321,834

5,179,598

2,276,607

 
215,210,149

Eric C. Fast
 
928,550,028

3,945,764

2,282,247

 
215,210,149

O. B. Grayson Hall, Jr.
 
875,913,593

48,869,105

9,995,341

 
215,210,149

John D. Johns
 
895,457,782

37,036,290

2,283,967

 
215,210,149

Charles D. McCrary
 
909,433,034

23,079,461

2,265,544

 
215,210,149

James R. Malone
 
919,771,088

12,756,434

2,250,517

 
215,210,149

Ruth Ann Marshall
 
927,014,777

5,473,512

2,289,750

 
215,210,149

Susan W. Matlock
 
922,128,619

10,373,402

2,276,018

 
215,210,149

John E. Maupin, Jr.
 
921,367,441

11,075,454

2,335,144

 
215,210,149

Lee J. Styslinger III
 
922,785,088

9,730,805

2,262,146

 
215,210,149


2. Regions' proposal to ratify the appointment of Ernst & Young LLP as independent auditors of the Company to serve for the 2014 fiscal year was submitted to the stockholders at the meeting. The full text of the proposal is included in the Proxy Statement dated March 11, 2014. The vote with respect to this proposal was: 
For
Against
Abstain
Broker
Non-Votes
1,133,424,722
14,358,951
2,204,515
—

3. Nonbinding stockholder approval of executive compensation was submitted to the stockholders at the meeting. The full text of the proposal is included in the Proxy Statement dated March 11, 2014. The vote with respect to this proposal was:
For
Against
Abstain
Broker
Non-Votes
895,199,715
34,805,337
4,772,987
215,210,149







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.
 
                                
 
 
 
REGIONS FINANCIAL CORPORATION
 
 
By:
 
/s/ Fournier J. Gale, III
Name:
 
Fournier J. Gale, III
Title:
 
Senior Executive Vice President,
 
 
General Counsel and Corporate
 
 
Secretary
Date: April 29, 2014