Document


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 2, 2017
  
 
ISABELLA BANK CORPORATION
(Exact name of registrant as specified in its charter)
 
 
MICHIGAN
(State or other jurisdiction of incorporation)
 
000-18415
 
38-2830092
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
401 North Main Street, Mt. Pleasant, Michigan
 
48858-1649
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (989) 772-9471
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:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule l4a-12 under the Exchange Act (17 CFR 240.l4a-l2)
¨
Pre-commencement communications pursuant to Rule l4d-2(b) under the Exchange Act (17 CFR 240.l4d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.l3e-4(c))






Section 5 - Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 2, 2017, Isabella Bank Corporation (the "Corporation") held its 2017 Annual Meeting of Shareholders. The matters listed below were submitted to a vote of the shareholders through the solicitation of proxies, and the proposals are described in the Corporation's Proxy Statement filed with the SEC on March 20, 2017. The certified results of the shareholder vote are as follows:
Proposal 1 - Election of Directors
The following individuals were elected to serve as directors to hold office until the 2020 Annual Meeting of Shareholders.
Nominee
 
For
 
Abstain
 
Broker  
Non-Votes
Dr. Jeffrey J. Barnes
 
4,426,747

 
145,458

 
658,336

G. Charles Hubscher
 
4,370,500

 
201,705

 
658,336

David J. Maness
 
4,043,669

 
528,536

 
658,336

W. Joseph Manifold
 
3,937,595

 
634,610

 
658,336

Proposal 2 - Advisory Vote on Executive Compensation
The Corporation’s shareholders approved by advisory vote the compensation paid to the Corporation’s named executive officers, as set forth below.
For
 
Against
 
Abstain
 
Broker Non-Votes
3,675,363
 
584,048
 
312,794
 
658,336
Proposal 3 - Frequency of Advisory Votes On Executive Compensation
The Corporation’s shareholders approved by advisory vote “every three years” as the frequency of future advisory votes on named executive officer compensation, as set forth below.
One Year
 
Two Years
 
Three Years
 
Abstain
 
Broker Non-Votes
744,150
 
859,163
 
2,708,066
 
260,826
 
658,336

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.
 
 
 
ISABELLA BANK CORPORATION
 
 
 
 
 
 
Dated:
May 3, 2017
 
By:
 
/s/ Jae A. Evans
 
 
 
 
 
Jae A. Evans, President & CEO