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 17, 2000
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Date of Report (Date of Earliest Event Reported)
BANKFIRST CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Tennessee 001-14417 58-1790903
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(State or Other Jurisdiction (Commission File No.) (I.R.S. Employer
of Incorporation) Identification No.)
625 Market Street
Knoxville, Tennessee 37902
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(Address of Principal Executive Offices) (Zip Code)
(865) 595-1100
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
The 2000 annual meeting of shareholders (the "Annual Meeting") of
BankFirst Corporation (the "Company") was held on April 17, 2000. At the Annual
Meeting, the Company's shareholders of record on February 29, 2000 were asked to
take action to elect eight (8) directors, James L. Clayton, Fred R. Lawson, C.
Scott Mayfield, Jr., C. Warren Neel, Charles Earl Ogle, Jr., W. David Sullins,
Jr., L.A. Walker, Jr. and Geoffrey A. Wolpert, to serve on the Board of
Directors until the Company's annual meeting of shareholders in 2001 or until
their successors have been duly elected and qualified (the "Proposal"). The
Board of Directors previously nominated each of the nominees for director on
March 14, 2000.
A total of 10,411,495 shares, or approximately 93% of the Company's
outstanding shares of Common Stock entitled to vote at the Annual Meeting, was
present in person or by proxy at the Annual Meeting.
With respect to the Proposal, a plurality of the votes cast in favor of
each nominee was required for the election of each nominee as director. Each of
Messrs. Clayton, Lawson, Mayfield, Neel, Ogle, Sullins, Walker and Wolpert
received the required plurality of the votes, and each was elected as a
director.
The breakdown of the votes cast by the shareholders was as follows:
<TABLE>
<CAPTION>
FOR WITHHELD ABSTAIN AGAINST TOTAL
--- -------- ------- ------- -----
<S> <C> <C> <C> <C> <C>
James L. Clayton 9,942,594 356,665 106,781 5,455 10,411,495
Fred R. Lawson 9,893,969 356,665 106,781 54,080 10,411,495
C. Scott Mayfield, Jr. 9,947,749 356,665 106,781 300 10,411,495
C. Warren Neel 9,942,349 356,665 106,781 5,700 10,411,495
Charles Earl Ogle, Jr. 9,944,149 356,665 106,781 3,900 10,411,495
W. David Sullins, Jr. 9,466,517 356,665 106,781 481,532 10,411,495
L. A. Walker, Jr. 9,890,082 356,665 106,781 57,967 10,411,495
Geoffrey A. Wolpert 9,941,904 356,665 106,781 6,145 10,411,495
</TABLE>
Also at the Annual Meeting, the Chairman of the Board of Directors
announced an annual dividend on shares of the Company's Common Stock, payable on
June 1, 2000 to shareholders of record as of May 15, 2000. The amount of the
annual dividend has been set at $0.08 per share of Common Stock.
A copy of the Company's press release dated April 17, 2000 regarding the
dividend announcement is attached as Exhibit 99.1 hereto, and is hereby
incorporated herein by reference.
ITEM 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release of the Company issued April 17, 2000.
1
<PAGE>
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.
BANKFIRST CORPORATION
April 24, 2000 /s/ C. David Allen
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C. David Allen
Chief Financial Officer and Secretary
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EXHIBIT 99.1
BankFirst Corp Announces Annual Dividend
Knoxville, Tennessee -- (April 17, 2000) -- BankFirst Corporation (Nasdaq: BKFR;
www.bankfirst.net) Chairman James L. Clayton announced today at the annual
shareholders' meeting a cash dividend of $.08 per share per year. The dividend
will be payable on June 1 to shareholders of record as of May 15.
"While future dividends will always be dependent on factors such as BankFirst
Corporation's earnings, capital levels and alternative investment opportunities,
the Board elected to declare a dividend which is likely to, at a minimum, be
sustainable on an annual basis," said Clayton. "The Board has adopted a formal
dividend policy and has determined that dividends would be paid on an annual
basis."
BankFirst Corporation is an $840 million bank holding company headquartered in
Knoxville, Tennessee. It operates 31 offices and 50 ATMs in six East Tennessee
counties. Knoxville-based BankFirst has 25 offices and 42 ATMs in Knox, Blount,
Jefferson, Loudon and Sevier counties. The First National Bank and Trust
Company, based in Athens, has six offices and eight ATMs in McMinn County. The
Company offers trust and brokerage services through BankFirst Trust Company,
with mortgage services provided through Curtis Mortgage Company.
CONTACT: BankFirst Corporation, Knoxville
C. David Allen 865-595-1154
