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Texas
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333-1111153
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71-0919962
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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16200 Dallas Parkway, Suite 190, Dallas, Texas
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75248
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(Address of principal executive offices)
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(Zip Code)
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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(1)
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To approve the Agreement and Plan of Merger (the “merger agreement”), pursuant to which T Acquisition, Inc. will acquire the Company through the merger of a wholly-owned subsidiary of Parent with and into the Company (the “merger”). Final voting results were as follows:
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Number
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% of Voted
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% of Outstanding
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Votes For
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3,271,576
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99.71
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%
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80.75
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%
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Votes Against
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9,113
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0.28
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%
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0.22
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%
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Abstentions
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250
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0.01
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%
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0.01
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%
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(2)
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To approve, by non-binding advisory vote, certain compensation that may be paid or become payable to the Company’s named executive officers in connection with the merger. Final voting results were as follows:
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Number
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% of Voted
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% of Outstanding
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Votes For
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3,113,236
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94.89
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%
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76.84
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%
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Votes Against
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161,571
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4.92
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%
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3.99
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%
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Abstentions
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6,132
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0.19
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%
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0.15
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%
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(3)
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To approve the adjournment or postponement of the Special Meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the meeting to approve the merger agreement. Final voting results were as follows:
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Number
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% of Voted
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% of Outstanding
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Votes For
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3,262,276
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99.43
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%
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80.52
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%
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Votes Against
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13,413
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0.41
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%
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0.33
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%
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Abstentions
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5,250
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0.16
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%
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0.13
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%
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T Bancshares, Inc.
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Date: March 13, 2017
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By:
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/s/ Patrick Howard
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Patrick Howard
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President & Chief Executive Officer
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