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 27, 2012 (April 25, 2012)
Centrue Financial Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 0-28846 | 36-3145350 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 7700 Bonhomme Avenue St. Louis, Missouri |
63105 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code(314) 505-5500
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 communications 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.
On April 25, 2012, Centrue Financial Corporation (the “Company”) held its annual meeting of stockholders. The results of the vote at the meeting were as follows:
1. To elect two directors, each to serve a three-year term:
| For | Withheld | Broker Non-Vote | ||||||||||
| Dennis J. McDonnell |
2,980,063 | 211,740 | 2,265,152 | |||||||||
| John A. Shinkle |
2,990,664 | 201,139 | 2,265,152 | |||||||||
2. To ratify the selection of Crowe Horwath LLP as independent auditors for 2012:
| For |
Against | Abstain | Broker Non-Vote | |||||||||
| 5,341,674 |
78,272 | 37,009 | 0 | |||||||||
3. To approve the Company’s executive compensation:
| For |
Against | Abstain | Broker Non-Vote | |||||||||
| 2,995,252 |
166,189 | 30,362 | 2,265,152 | |||||||||
Also elected at the meeting by the United States Department of Treasury, the holder of the Series C Preferred Stock, was Dennis O. Battles and Richard C. Peterson. Mr. Peterson has been a director since 2011. Mr. Battles is a new director. Attached is a press release regarding Mr. Battles.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
| (d) | Exhibits |
Exhibit Number
| 99.1 | Press Release, dated April 27, 2012 |
-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.
| CENTRUE FINANCIAL CORPORATION | ||||||
| (Registrant) | ||||||
| By: | /s/Kurt R. Stevenson | |||||
| Kurt R. Stevenson, | ||||||
| President and Chief Executive Officer | ||||||
Dated: April 27, 2012