First Internet Bancorp — Declaration of Voting Results & Voting Rights Announcements 2016

May 19, 2016

8-K 1 inbk2016annualmeetingresul.htm 8-K html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd" Document created using Wdesk 1 Copyright 2016 Workiva SEC Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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

First Internet Bancorp
(Exact Name of Registrant as Specified in Its Charter)
Indiana
(State or Other Jurisdiction of Incorporation)
001-35750	20-3489991
(Commission File Number)	(IRS Employer Identification No.)
11201 USA Parkway	46037
Fishers, Indiana
(Address of Principal Executive Offices)	(Zip Code)
(317) 532-7900
(Registrant's Telephone Number, Including Area Code)
(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 ( see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 Company held its annual meeting of shareholders on May 16, 2016. Shareholders took the following actions:

• elected seven (7) directors for one-year terms ending at the 2017 annual meeting of shareholders (Proposal 1);

• approved, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's proxy statement (Proposal 2); and

• ratified the Audit Committee's appointment of BKD, LLP as the Company's independent registered public accounting firm for 2016 (Proposal 3).

The vote tabulation for each proposal follows:

Proposal 1 – Election of Directors

Nominee	For	Withheld	Broker Non-Votes
David B. Becker	2,214,009	71,817	1,554,896
John K. Keach, Jr.	2,247,967	37,859	1,554,896
David R. Lovejoy	2,211,138	74,688	1,554,896
Ann D. Murtlow	2,248,074	37,752	1,554,896
Ralph R. Whitney, Jr.	2,211,712	74,114	1,554,896
Jerry Williams	2,213,224	72,602	1,554,896
Jean L. Wojtowicz	2,212,497	73,329	1,554,896

Proposal 2 – Advisory Vote to Approve Executive Compensation

For	Against	Abstained	Broker Non-Votes
2,151,792	95,328	38,706	1,554,896

Proposal 3 – Ratification of Appointment of Independent Registered Public Accounting Firm

For	Against	Abstained
3,780,446	39,755	20,521

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:
FIRST INTERNET BANCORP
By:	/s/ Kenneth J. Lovik
	Kenneth J. Lovik, Senior Vice President & Chief Financial Officer