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COMMUNITY BANK SYSTEM, INC. FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits

May 15, 2014

Item 5.07 Submission of Matters to a Vote of Security Holders.



The 2014 Annual Meeting of Shareholders (the "Annual Meeting") of Community Bank System, Inc. (the "Company") was held on May 14, 2014 in Syracuse, New York. At the Annual Meeting, the Company's shareholders (i) elected four directors, (ii) approved on a non-binding advisory basis the Company's executive compensation as set forth in the proxy statement, (iii) approved the Community Bank System, Inc. 2014 Long-Term Incentive Plan, and (iv) ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2014.

1. The Company's shareholders elected four individuals to the Board of Directors as set forth below: Number of Votes Name of Director For Withheld Broker Non-Votes Brian R. Ace 29,829,151 804,567 5,592,276 James W. Gibson,Jr. 30,031,742 601,975 5,592,276 John Parente 29,532,585 1,101,133 5,592,276 John F. Whipple, Jr. 29,986,379 647,339 5,592,276



2. The Company's shareholders approved, on a non-binding advisory vote, our executive compensation programs as described in the proxy statement as set forth below:

For Against Abstain Broker Non-Votes 29,624,359 655,841 353,515 5,592,278



3. The Company's shareholders approved the Community Bank System, Inc. 2014 Long-Term Incentive Plan as set forth below:

For Against Abstain Broker Non-Votes 29,437,823 974,095 221,797 5,592,278



4. The Company's shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2014 as set forth below:

For Against Abstain 35,774,708 361,377 89,908 2

-------------------------------------------------------------------------------- Item 8.01 Other Events



On May 15, 2014, the Company issued a press release announcing the results of its Annual Meeting and the approval by the Board of Directors of a regular quarterly dividend of $0.28 per share payable on July 10, 2014, to shareholders of record as of June 16, 2014.

Item 9.01 Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Not applicable. (d) Exhibits. Exhibit No. Description 99.1 Press Release, dated May 15, 2014


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Source: Edgar Glimpses


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