Edgar Filing: FULTON FINANCIAL CORP

FULTON FINANCIAL CORPORATION

Date: May 17, 2016

/s/ Daniel R. Stolzer

Daniel R. Stolzer

Executive Vice President, General Counsel

and Corporate Secretary

Form 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): May 16, 2016

LOGO

(Exact name of registrant as specified in its charter)

Pennsylvania

0-10587

23-2195389

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

One Penn Square

Lancaster, Pennsylvania

17604

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: 717-291-2411

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.

Fulton Financial Corporation (“Fulton”) held its 2016 Annual Meeting of Shareholders (“Annual Meeting”) on Monday, May 16, 2016 at 10:00 a.m. Eastern Time. At the Annual Meeting, shareholders voted on the three matters described in the Proxy Statement dated April 4, 2016, which consisted of: (i) the election of eleven (11) director nominees to serve for one-year terms; (ii) a non-binding say-on-pay resolution to approve the compensation of the named executive officers; and (iii) the ratification of the appointment of KPMG LLP as Fulton’s independent auditor for the fiscal year ending December 31, 2016.

All matters voted upon at the Annual Meeting were approved by shareholders, and the number of votes cast for or against, as well as the number of abstentions and broker non-votes, as to each such matter, where applicable, are set forth below.

Proposal 1 - The election of eleven (11) director nominees to serve for one-year terms.


Nominee	For		Against		Abstain		Broker Non-Vote
Lisa Crutchfield		116,198,333		1,139,848		909,557		23,187,128
Denise L. Devine		114,792,180		2,550,674		904,884		23,187,128
Patrick J. Freer		115,822,756		1,490,810		934,172		23,187,128
George W. Hodges		114,305,435		3,003,981		938,322		23,187,128
Albert Morrison III		114,609,762		2,769,204		868,772		23,187,128
James R. Moxley III		116,331,140		1,034,487		882,111		23,187,128
R. Scott Smith, Jr.		115,820,181		1,503,255		924,302		23,187,128
Ronald H. Spair		115,600,882		1,732,656		914,200		23,187,128
Mark F. Strauss		116,327,842		1,029,988		889,908		23,187,128
Ernest J. Waters		114,709,380		2,658,709		879,649		23,187,128
E. Philip Wenger		113,864,273		3,512,444		871,021		23,187,128

Proposal 2 - A non-binding say-on-pay resolution to approve the compensation of the named executive officers.


For	Against	Abstain	Broker Non-Vote
112,098,934	3,998,107	2,150,697	23,187,128

Proposal 3 - The ratification of the appointment of KPMG LLP as Fulton’s independent auditor for the fiscal year ending December 31, 2016.


For	Against	Abstain	Broker Non-Vote
136,907,238	3,475,957	1,051,671	0

SIGNATURE

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.