UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 28, 2013

CHARTER FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

United States		001-34889		58-2659667
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

1233 O. G. Skinner Drive, West Point, Georgia		31833
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (706) 645-1391

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 58.0701.~~Submission~~ Other ~~of Matters to a Vote of Security Holders.~~Events

(On April 8, 2013, Charter Financial Corporation, a Maryland corporation (“Charter Financial”), ~~The~~announced ~~Special~~that ~~Meeting~~it ofhad ~~Stockholders~~completed ofits second-step conversion and related public offering. CharterBank is now 100% owned by Charter Financial ~~Corporation~~and ~~(the~~Charter ~~“Company”)~~Financial ~~was~~is ~~held~~100% onowned ~~April~~by 2public stockholders. Charter Financial sold 14,289,429 ~~2013~~shares of common stock at $10.00 per share in the offering.

~~(b)~~Concurrent ~~There~~with ~~were~~the 18completion of the offering,~~244,151~~ shares of common stock of Charter Financial Corporation, a federal corporation (the “Company”), ~~eligible~~owned toby bepublic ~~voted~~stockholders athave been converted into the ~~Special~~right ~~Meeting~~to ~~and~~receive ~~17,204,060~~1.2471 shares ~~represented~~of Charter Financial’s common stock for each share of the Company’s common stock that they owned immediately prior to completion of the transaction. Cash in ~~person~~lieu orof byfractional ~~proxy~~shares atwill be paid based on the ~~Special~~offering ~~Meeting,~~price ~~which~~of ~~constituted~~$10.00 per share. As a ~~quorum~~result toof ~~conduct~~the ~~business~~offering atand the ~~meeting~~exchange, Charter Financial now has approximately 22,752,682 shares outstanding and gross offering proceeds of $142.9 million.

~~The~~A ~~items~~press ~~voted~~release ~~upon~~announcing at the ~~Special~~closing ~~Meeting~~of ~~and~~ the ~~vote~~reorganization ~~for~~and ~~each~~stock ~~proposal~~offering ~~were~~is attached as ~~follows:~~Exhibit 99.1.

1.Item ~~The approval of a plan of conversion and reorganization whereby First Charter, MHC and Charter~~ 9.01. Financial ~~Corporation~~Statements ~~will convert~~ and ~~reorganize from the mutual holding company structure to the stock holding company structure.~~Exhibits

Including the votes of First Charter, MHC:

For		Against		Abstain		Broker Non-Votes
17,134,245		1,442		639		-

Excluding the votes of First Charter, MHC:

For		Against		Abstain		Broker Non-Votes
5,676,321		1,442		639		-

2. The approval of the adjournment of the special meeting, if necessary, to solicit additional proxies in the event that there are not sufficient votes at the time of the special meeting to approve the plan of conversion and reorganization.

For		Against		Abstain		Broker Non-Votes
16,922,556		264,484		17,020		-

3a. Approval of a provision in New Charter Financial’s articles of incorporation requiring a super-majority vote of stockholders to approve certain amendments to New Charter Financial’s articles of incorporation;

For		Against		Abstain		Broker Non-Votes
14,689,975		2,430,851		15,500		-

3b. Approval of a provision in New Charter Financial’s articles of incorporation requiring a super-majority vote of stockholders to approve stockholder-proposed amendments to New Charter Financial’s bylaws;

For		Against		Abstain		Broker Non-Votes
14,689,967		2,430,859		15,500		-

3c. Approval of a provision in New Charter Financial’s articles of incorporation to limit the voting rights of shares beneficially owned in excess of 10% of New Charter Financial’s outstanding voting stock.

For		Against		Abstain		Broker Non-Votes
14,693,083		2,426,441		16,802		-

Item 8.01. Other Events.

On April 2, 2013, Charter Financial Corporation, a federal corporation (the “Company”), announced that the members of First Charter, MHC (the “MHC”) and the Company’s stockholders each approved the Plan of Conversion and Reorganization pursuant to which the MHC will convert to the stock holding company form of organization. Charter Financial Corporation, a Maryland corporation and the proposed stock holding company for CharterBank, also announced the results of its offering of shares of common stock in connection with the conversion.

A copy of the press release is included as exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.


(d)		Exhibits

Exhibit No.	~~Description~~	Description
99.1	~~Press Release dated April 2, 2013~~	Press Release dated April 8, 2013

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.

		CHARTER FINANCIAL CORPORATION (Registrant)
DATE: April 3, 2013	By:	/s/ Curtis R. Kollar
DATE: April 8, 2013	By:	/s/ Curtis R. Kollar
		Curtis R. Kollar
		Chief Financial Officer

Filing Compare · CHARTER FINANCIAL CORP/GA