vote_8k.htm


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)            May 19, 2011
 
AMERICAN NATIONAL BANKSHARES INC.
(Exact name of registrant as specified in its charter)
     
Virginia
0-12820
54-1284688
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
   
628 Main Street, Danville, VA                   24541
 
(Address of principal executive offices)         (Zip Code)
 
 
Registrant’s telephone number, including area code 434-792-5111
 
 
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:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))
 
Item 5.07. Submission of Matters to a Vote of Security Holders.

American National Bankshares Inc. (“Company”) held its annual shareholders’ meeting on May 17, 2011.  There were 5,889,191 shares of common stock entitled to vote at the Annual Meeting, of which 3,728,852 shares were present in person or by proxy. At the annual meeting, our shareholders (i) elected each of the persons listed below to serve as a Class III director of the Company for a three-year term expiring at the 2014 annual meeting of shareholders, (ii) approved executive compensation of the Company’s named executive officers as disclosed in the proxy statement, and (iii) selected by advisory vote the frequency of future advisory votes on executive compensation.


Our independent inspector of elections reported the vote of the shareholders as follows:

Proposal 1: Election of Class III Directors
 
 
Nominees
 
 
Votes
For
 
 
Votes
Against
 
 
 
Abstentions
 
 
Broker
Non-Votes
Lester A. Hudson, Jr., Ph.D.
 
3,488,084
 
240,768
 
0
 
0
Charles H. Majors
 
3,503,815
 
225,037
 
0
 
0
Martha W. Medley
 
3,564,336
 
164,516
 
0
 
0
Dan M. Pleasant
 
3,565,090
 
163,762
 
0
 
0


Proposal 2: Approval of Executive Compensation as Disclosed in the Proxy Statement

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
3,272,974
 
273,923
 
181,955
 
0


Proposal 3: Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation

One
Year
 
Two
Years
 
Three
Years
 
 
Abstentions
 
Broker
Non-Votes
3,065,643
 
117,124
 
325,895
 
220,190
 
0

Based on the Board of Director’ recommendation in the Proxy Statement and the voting results with respect to the advisory vote on the frequency of future advisory votes on executive compensation, the Company has adopted a policy to hold an advisory vote on executive compensation annually.