On August 24, 2009, IBERIABANK Corporation (the "Company") held a special meeting of its shareholders (the "Special Meeting") at which the shareholders approved the following amendment to Article 4.A. of the Company's Articles of Incorporation to increase the authorized shares of its common stock from 25 million to 50 million:

A. AUTHORIZED AMOUNT. The total number of shares of capital stock which the Corporation has authority to issue is 55,000,000, of which 5,000,000 shall be serial preferred stock, par value $1.00 per share (hereinafter the "Preferred Stock"), and 50,000,000 shall be common stock, par value $1.00 per share (hereinafter the "Common Stock"). Except to the extent required by governing law, rule or regulation, the shares of capital stock may be issued from time to time by the Board of Directors without further approval of stockholders. The Corporation shall have the authority to purchase its capital stock out of funds lawfully available therefore.

With respect to the proposal, the following is the number of shares voted at the Special Meeting:

                              FOR:        16,338,653
                              AGAINST:    1,992,278
                              ABSTAIN:    13,734


There were no broker non-votes.