8-K Vote of Security Holders 05-15-13


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 15, 2013
(Exact name of registrant as specified in its charter)
UNION BANKSHARES, INC.
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification Number)
Vermont
001-15985
03-0283552
 
 
 
(Address of principal executive offices)
(Zip Code)
20 Main St., P.O. Box 667
05661-0667
Morrisville, VT
 

Registrant's telephone number, including area code: (802) 888-6600

(Former name or former address, if changed since last report)
Not applicable

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

◦
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

◦
Soliciting materials 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
The Company held its annual meeting of shareholders on May 15, 2013. Of 4,455,406 shares outstanding on the record date of the meeting (March 28, 2013) and entitled to vote, 3,704,707 shares were represented in person or by proxy. The following four matters were voted on by the shareholders and approved at the meeting:

1.
To fix the number of directors at eight for the ensuing year and to elect the following individuals as directors to serve a one year term:
Nominees
Votes
For
Votes
Withheld
Broker
Non-votes
 
Cynthia D. Borck
2,607,558

68,222

1,028,927

 
Steven J. Bourgeois
2,660,014

14,338

1,030,355

 
Kenneth D. Gibbons
2,607,203

67,149

1,030,355

 
Timothy W. Sargent
2,659,584

14,768

1,030,355

 
David S. Silverman
2,607,270

67,082

1,030,355

 
John H. Steel
2,666,370

7,982

1,030,355

 
Schuyler W. Sweet
2,666,918

7,434

1,030,355

 
Cornelius J. Van Dyke
2,665,560

8,792

1,030,355

 

2.
To consider a nonbinding resolution to approve the compensation of the Company's Named Executive Officers. The number of votes in favor was sufficient to approve the resolution.
 
Votes
For
Votes Against
Abstained
Broker Non-votes
 
 
2,556,507

65,298

53,975

1,028,927

 

3.
To approve a frequency of one, two or three years for future advisory vote on the compensation of the Company's Named Executive Officers. The number of votes was sufficient to approve a frequency of three years.
 
Votes For Three Years
Votes For Two Years
Votes For One Year
Abstained
Broker Non-Votes
 
 
2,222,992

59,380

321,698

71,709

1,028,928

 

The frequency of three years will be utilized to vote on the compensation of the Company's Named Executive Officers.
4.
To ratify the appointment of the firm of Berry, Dunn, McNeil & Parker, LLC as the Company’s external auditors for 2013. The number of votes in favor was sufficient to ratify the appointment.
 
Votes
For
Votes Against
Abstained
 
 
3,681,836

16,499

6,372

 







Item 8.01: Other Events

Changes in Officers

At the Union Bankshares, Inc. organizational Board meeting held after the annual shareholders meeting held on May 15, 2013, Jeffrey G. Coslett, Senior Vice President of Union Bank, a subsidiary of Union Bankshares, Inc. was named Vice President of the Company.


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.

 
Union Bankshares, Inc.
 
 
May 16, 2013
/s/ David S. Silverman
 
David S. Silverman
 
President and Chief Executive Officer
 
 
May 16, 2013
/s/ Marsha A. Mongeon
 
Marsha A. Mongeon
 
Treasurer/Chief Financial Officer