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
April 27, 2010
Date of Report (Date of earliest event reported)
BB&T Corporation
(Exact name of registrant as specified in its charter)
Commission file number : 1-10853
North Carolina | 56-0939887 |
(State of incorporation) | (I.R.S. Employer Identification No.) |
200 West Second Street | |
Winston-Salem, North Carolina | 27101 |
(Address of principal executive offices) | (Zip Code) |
(336) 733-2000
(Registrant's telephone number, including area code)
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 (see General Instruction A.2. below):
[ ] 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.
BB&T Corporation (the Corporation or BB&T) held its Annual Meeting of Shareholders on April 27, 2010, to consider and vote on the matters listed below. A total of 566,381,693 of the Corporations shares of common stock were present or represented by proxy at the meeting. This represented approximately 82% of the Corporations 691,504,957 shares of common stock that were outstanding and entitled to vote at the meeting.
Proposal 1: Election of Directors
The individuals named below were elected to serve as directors of the Corporation for a one-year term expiring in 2011:
Name | Votes FOR | Votes WITHHELD |
John A. Allison IV | 451,642,368 | 9,106,253 |
Jennifer S. Banner | 453,333,175 | 7,415,446 |
K. David Boyer, Jr. | 453,588,314 | 7,160,307 |
Anna R. Cablik | 424,373,492 | 36,375,129 |
Ronald E. Deal | 405,108,669 | 55,639,952 |
Barry J. Fitzpatrick | 451,584,819 | 9,163,802 |
J. Littleton Glover, Jr. | 338,076,618 | 122,672,003 |
L. Vincent Hackley, PhD | 449,321,196 | 11,427,425 |
Jane P. Helm | 451,752,929 | 8,995,692 |
John P. Howe III, M.D. | 453,272,589 | 7,476,032 |
Kelly S. King | 443,814,662 | 16,933,959 |
James H. Maynard | 448,850,070 | 11,898,551 |
Albert O. McCauley | 452,422,861 | 8,325,760 |
J. Holmes Morrison | 453,875,645 | 6,872,976 |
Nido R. Qubein | 430,410,515 | 30,338,106 |
Thomas E. Skains | 453,791,080 | 6,957,541 |
Thomas N. Thompson | 454,225,442 | 6,523,179 |
Stephen T. Williams | 454,309,525 | 6,439,096 |
There were 105,633,072 broker non-votes for each director on this proposal.
Proposal 2: Increase in the Number of Shares of Authorized Common Stock
Shareholders approved an amendment to the Corporations articles of incorporation to increase the authorized number of shares of the Corporations common stock, par value $5.00 per share, from 1 billion shares of common stock to 2 billion shares of common stock as described in the Corporations proxy statement.
Votes FOR | Votes AGAINST | Abstentions |
499,976,695 | 62,586,197 | 3,818,801 |
Proposal 3: Ratification of Auditors
Shareholders ratified the reappointment of PricewaterhouseCoopers LLP as the Corporations independent registered public accounting firm for 2010.
Votes FOR | Votes AGAINST | Abstentions |
558,062,854 | 5,975,253 | 2,343,586 |
Proposal 4: Shareholder Proposal regarding BB&Ts political contributions and related policies and procedures
Shareholders supported the Board of Directors recommendation, rejecting a shareholder proposal requesting reports with respect to BB&Ts political contributions and related policies and procedures.
Votes FOR | Votes AGAINST | Abstentions |
119,704,761 | 270,089,440 | 70,954,420 |
There were 105,633,072 broker non-votes for this proposal.
Proposal 5: Shareholder Proposal regarding an independent Board chair
Shareholders supported the Board of Directors recommendation, rejecting a shareholder proposal regarding an amendment to the Corporations bylaws to require an independent chair of the Board.
Votes FOR | Votes AGAINST | Abstentions |
84,959,606 | 365,693,398 | 10,095,617 |
There were 105,633,072 broker non-votes for this proposal.
Proposal 6: Shareholder Proposal regarding BB&Ts overdraft policies and procedures
Shareholders supported the Board of Directors recommendation, rejecting a shareholder proposal requesting a report on BB&Ts overdraft policies and practices.
Votes FOR | Votes AGAINST | Abstentions |
100,921,170 | 326,635,938 | 33,191,513 |
There were 105,633,072 broker non-votes for this proposal.
S I G N A T U R E
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.
BB&T CORPORATION |
(Registrant) |
By: /s/ Cynthia B. Powell |
Cynthia B. Powell |
Executive Vice President and Corporate Controller |
(Principal Accounting Officer) |
Date: April 30, 2010