8-KThe WireRoutine
Shareholder Vote · Reg FD Disclosure
Filed Apr 29, 2020 · 6y ago · Accession 0001193125-20-126179
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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): April 28, 2020
FIRST FINANCIAL BANKSHARES, INC.
(Exact Name of Registrant as Specified in its Charter)
Texas
0-7674
75-0944023
(State or other Jurisdiction
of Incorporation)
(Commission
File No.)
(IRS Employer
Identification No.)
400 Pine Street , Abilene , Texas 79601
(Address of Principal Executive Offices and Zip Code)
Registrant’s Telephone Number (325) 627-7155
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 203.425)
☐
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 240.13 e-4 (c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, $0.01 par value
FFIN
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 5.07
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a)
On April 28, 2020, the virtual annual meeting of shareholders of the Company was held in Abilene, Texas.
(b)
The following is a summary of the matters voted on at the annual meeting:
(1)
The following directors were elected at the annual meeting to hold office until the 2021 annual meeting of shareholders, and the respective number of votes cast for and withheld are as follows:
Votes
Votes
Director
For
Withheld
April Anthony
101,534,813
155,788
Vianei Lopez Braun
101,253,496
437,105
Tucker S. Bridwell
99,835,888
1,854,713
David Copeland
100,441,584
1,249,017
Mike Denny
101,467,212
223,389
F. Scott Dueser
100,389,441
1,301,160
Murray Edwards
100,612,624
1,077,977
Tim Lancaster
100,640,271
1,050,330
Kade L. Matthews
101,304,517
386,084
Robert Nickles, Jr.
101,520,360
170,241
Johnny E. Trotter
100,401,143
1,289,458
There were 23,131,863 broker non-votes.
(2)
The shareholders voted to ratify the appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2020 by a vote of 122,984,351 for, 1,619,099 against and 219,014 abstained. There were no broker non-votes.
(3)
The shareholders approved the following resolution:
“RESOLVED, that the shareholders of First Financial Bankshares, Inc. hereby approve on an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K to the Company’s Proxy Statement for the 2020 Annual Meeting of Shareholders, including the Compensation Discussion and Analysis compensation tables and narrative discussion,”
by a vote of 98,337,818 for, 2,048,152 against and 1,304,631 abstained. There were 23,131,863 broker non-votes.
ITEM 7.01
REGULATION FD DISCLOSURE
Attached as exhibit 99.1 to this Form 8-K is the press release dated April 28, 2020 announcing the results of the Annual Meeting of Shareholders of the Company.
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
(d)
Exhibits
Exhibit
No.
Exhibit
99.1
Press Release dated April 28, 2020
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
FIRST FINANCIAL BANKSHARES, INC.
(Registrant)
DATE: April 28, 2020
By:
/S/ F. Scott Dueser
F. SCOTT DUESER
President and Chief Executive Officer
Filing details
- Ticker
- FFIN
- CIK
- 36029
- Form type
- 8-K
- Filing date
- Apr 29, 2020
- Report date
- Apr 28, 2020
- Document
- d898740d8k.htm
- Size
- 176 KB