8-K


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 26, 2016

Camden National Corporation
(Exact name of registrant as specified in its charter)
 

 
 
Maine
 
01-28190
 
01-0413282
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
Two Elm Street, Camden, Maine
 
04843
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (207) 236-8821
 

 
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
 
The 2016 Annual Meeting of Shareholders of Camden National Corporation was held on April 26, 2016 at the Point Lookout Conference Center, 67 Atlantic Highway, Lincolnville, Maine. At the Annual Meeting, there were present in person or by proxy 9,153,976 shares of the Company’s common stock, representing approximately 89% of the total outstanding eligible votes. The following is a brief description of each matter voted on at the Annual Meeting, and the number of votes cast for or against, as well as the number of abstentions and broker non-votes, as to each matter.
 
1.  Election of three persons to the Board of Directors, each to serve a three-year term and until his or her successor is elected and qualified:
 
 
For
 
Against
 
Abstain
 
Broker
Non-Vote
David C. Flanagan
 
7,180,027
 
83,261
 
51,886
 
1,838,802
James H. Page, Ph.D.
 
7,178,533
 
84,574
 
52,066
 
1,838,803
Robin A. Sawyer, CPA
 
7,189,435
 
116,563
 
9,175
 
1,838,803
Karen W. Stanley
 
7,186,416
 
88,090
 
18,168
 
1,861,302
 
The other directors that continued in office after the Annual Meeting are as follows:
Term expires 2017
 
Term expires 2018
Craig S. Gunderson
 
Ann W. Bresnahan
John W. Holmes
 
Gregory A. Dufour
David J. Ott
 
S. Catherine Longley
John M. Rohman
 
Carl J. Soderberg
Lawrence J. Sterrs
 
 
 
2.  Non-binding advisory vote on the compensation of the Company’s named executive officers (“Say-on-Pay”):
For
 
Against
 
Abstentions
 
Broker Non-Vote
6,976,803
 
190,502
 
147,868
 
1,838,803

3.  Ratification of the appointment of McGladrey LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2016:
For
 
Against
 
Abstentions
9,044,731
 
70,578
 
38,667
 
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.
 

Dated: April 28, 2016
 
 
CAMDEN NATIONAL CORPORATION
(Registrant)
 
 
 
 
 
By: 
/s/ DEBORAH A. JORDAN
 
 
Deborah A. Jordan
Chief Operating Officer, Chief Financial Officer, and Principal Financial & Accounting Officer