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HALLMARK FINANCIAL SERVICES INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders, Other Events

June 2, 2014

Item 5.07 Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders of Hallmark Financial Services, Inc. (the "Company") was held on May 30, 2014. Of the 19,263,457 shares of common stock of the Company entitled to vote at the meeting, 15,088,460 shares were represented at the Annual Meeting in person or by proxy.

At the Annual Meeting, the following individuals were elected to serve as directors of the Company and received the number of votes set forth opposite their respective names:

Votes Against Abstentions and Director Votes For Or Withheld Broker Non-Votes Mark E. Schwarz 14,450,553 129,254 508,653 Scott T. Berlin 13,005,466 1,574,341 508,653 James H. Graves 12,984,191 1,595,616 508,653 Jim W. Henderson 14,299,479 206,648 508,653

The Board of Directors submitted to the shareholders for a non-binding, advisory vote the following resolution (the "Say-On-Pay Resolution"):

"RESOLVED, that the shareholders hereby approve the compensation paid to the Company's executive officers as disclosed pursuant to Item 402 of Regulation S-K under the heading 'EXECUTIVE COMPENSATION' in the Company's 2014 Proxy Statement, including the compensation tables and narrative discussion."

At the Annual Meeting, 14,413,337 shares were voted in favor of the Say-On-Pay Resolution; 248,779 shares were voted against the Say-On-Pay Resolution; and 426,344 shares abstained from voting or were broker non-votes on the Say-On-Pay Resolution.

No other matter was voted upon at the Annual Meeting.

Item 8.01 Other Events

In accordance with the majority vote at the Company's 2011 Annual Meeting of Shareholders, the board of directors has determined to provide the shareholders an opportunity to approve executive compensation every year. Accordingly, a non-binding, advisory vote on a resolution approving executive compensation will again be submitted to shareholders at the 2015 Annual Meeting of Shareholders.

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Source: Edgar Glimpses

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