SEC 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 17, 2016
WESTERN ALLIANCE BANCORPORATION
(Exact name of registrant as specified in its charter)

Delaware
001-32550
88-0365922
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)


One E. Washington Street, Suite 1400, Phoenix, Arizona  85004
 (Address of principal executive offices)               (Zip Code)

(602) 389-3500
(Registrant's telephone number, including area code)

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 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.
On May 17, 2016, Western Alliance Bancorporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The total number of shares of the Company’s common stock, par value of $0.0001 per share, voted in person or by proxy at the Annual Meeting was 94,738,329, representing 91.52% of the 103,512,682 shares outstanding and entitled to vote at the Annual Meeting. All matters voted upon at the Annual Meeting were approved with the required votes. The matters that were voted upon at the Annual Meeting, 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 are set forth below.
Proposal 1 Election of Directors
The Company’s stockholders elected eleven directors to each serve for a one-year term expiring in 2017. The voting results were as follows:
 
 
VOTES FOR
 
VOTES WITHHELD
 
ABSTENTIONS
 
BROKER NON-VOTES
Bruce Beach
 
84,967,407
 
449,768

 
107,145
 
9,214,009
William S. Boyd
 
84,001,054
 
1,344,588

 
178,678
 
9,214,009
Howard N. Gould
 
85,200,203
 
197,116

 
127,001
 
9,214,009
Steven J. Hilton
 
78,511,430
 
6,905,618

 
107,272
 
9,214,009
Marianne Boyd Johnson
 
84,061,479
 
1,331,105

 
131,736
 
9,214,009
Robert P. Latta
 
85,243,781
 
168,214

 
112,325
 
9,214,009
Cary Mack
 
85,066,148
 
352,550

 
105,622
 
9,214,009
Todd Marshall
 
84,086,773
 
1,330,779

 
106,768
 
9,214,009
M. Nafees Nagy, M.D.
 
84,958,951
 
428,650

 
136,719
 
9,214,009
James E. Nave, D.V.M.
 
84,066,701
 
1,325,049

 
132,570
 
9,214,009
Kenneth A. Vecchione
 
84,187,541
 
1,192,539

 
144,240
 
9,214,009
Proposal 2 Advisory (Non-Binding) Vote on Executive Compensation
The Company’s stockholders approved, on a non-binding advisory basis, executive compensation. The voting results were as follows:
VOTES FOR
 
VOTES AGAINST
 
ABSTENTIONS
 
BROKER NON-VOTES
84,450,267
 
936,850
 
137,203
 
9,214,009
Proposal 3 Ratification of Auditor
The Company’s stockholders ratified the appointment of RSM US LLP as the Company’s independent auditors for the fiscal year ending December 31, 2016. The voting results were as follows:
VOTES FOR
 
VOTES AGAINST
 
ABSTENTIONS
 
BROKER NON-VOTES
94,236,995
 
415,670
 
85,664
 
—





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.

 
 
WESTERN ALLIANCE BANCORPORATION
 
 
(Registrant)
 
 
 
 
 
 
 
 
/s/ Dale Gibbons
 
 
 
 
 
Dale Gibbons
 
 
Executive Vice President and
 
 
Chief Financial Officer
 
 
 
 
 
 
 
 
 
Date:
May 18, 2016