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)   November 17, 2016


SOUTHERN MISSOURI BANCORP, INC.

(Exact name of registrant as specified in its charter)


Missouri
 
000-23406
 
43-1665523
(State or other
 
(Commission File No.)
 
(IRS Employer
jurisdiction of incorporation)
     
Identification Number)


2991 Oak Grove Road, Poplar Bluff, Missouri
 
63901
(Address of principal executive offices)
 
(Zip Code)


Registrant's telephone number, including area code:  (573) 778-1800



N/A

(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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
 
On November 17, 2016, Southern Missouri Bancorp, Inc. (the "Company") filed a Certificate of Amendment to its Articles of Incorporation, as amended (the "Amendment"), with the Secretary of State of the State of Missouri to increase the number of authorized shares from 10. 0 million to 12.0 million.   As set forth in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 1, 2016, at the Company's 2016 Annual Meeting of Stockholders on October 31, 2016, the Company's stockholders approved the Amendment.  Thereafter, the Board authorized the filing of the Amendment.

The full text of the Amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.
(d)   Exhibits

 
3.1.
Certificate of Amendment to the Articles of Incorporation (as amended) of Southern Missouri Bancorp, Inc.

 
 
 

 
 
 
 
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.


     
SOUTHERN MISSOURI BANCORP, INC.
       
Date:  November  21, 2016
 
By:
/s/ Greg A. Steffens
     
Greg A. Steffens
     
President and Chief Executive Officer



EXHIBIT 3.1
 


CERTIFICATE OF AMENDMENT TO
ARTICLES OF INCORPORATION OF
SOUTHERN MISSOURI BANCORP, INC.
Pursuant to the provisions of The General and Business Corporation Law of Missouri, the undersigned corporation certifies as follows:

1.
The name of the corporation is Southern Missouri Bancorp, Inc. The corporation was originally organized under the name SMB Acquisition Bancorp, Inc. on September 16, 1998.
   
2.
The amendment set forth below was adopted by the shareholders of Southern Missouri Bancorp, Inc. on October 31, 2016.
   
3.
The amendment adopted, which affects only Article III, Section 3.1, subsection (a) of the Articles of Incorporation as follows (the remainder of said Article III is unchanged), is as follows:
   
 
3.1  The Corporation shall have the authority to issue the following shares: (a) Twelve million (12,000,000) shares shall be voting common stock with a par value of $0.01 per share ("Common Stock")."
   
4.
The number of shares of Southern Missouri Bancorp, Inc. outstanding and entitled to vote on the amendment was 7,436,886.
   
5.
The number of shares of common stock voted for the amendment was 6,048,516 and the number of shares of common stock voted against the amendment was 290,869.
   
6.
The amendment does not provide for an exchange, reclassification or cancellation of any issued shares, or a reduction of the number of authorized shares of any class below the number of issued shares of any class.
   
7.
The effective date of the amendment shall be the date of filing of this Certificate of Amendment.


[Signature page follows]
 
 

 
This Certificate of Amendment has been executed as of this 7 th day of November 2016.

In Affirmation thereof, the facts stated above are true and correct:


 
SOUTHERN   MISSOURI   BANCORP , INC .
 
By:
/s/ Greg Steffens
 
Name:
Greg Steffens
 
Title:
President and Chief Executive Officer

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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