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8-KThe WireRoutine

Shareholder Vote

Filed May 20, 2021 · 5y ago · Accession 0001193125-21-167571

Plain English

Material event — a significant development the company must disclose promptly.

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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):     May  19, 2021 CVB FINANCIAL CORP. (Exact name of registrant as specified in its charter)   California   000-10140   95-3629339 (State or other jurisdiction of incorporation or organization)   (Commission file number)   (I.R.S. employer identification number)     701 North Haven Avenue , Ontario , California   91764   (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: (909) 980-4030 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 (See General Instruction A.2.): [ ] 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)) 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, No Par Value     CVBF     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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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 May 19, 2021, CVB Financial Corp. (the “Company”) held its 2021 Annual Meeting of Shareholders.   (b) Each of the matters submitted to the shareholders was approved by the requisite voting power required for approval of the respective proposal. The results of the voting on the matters submitted to the shareholders are as follows: Proposal 1 – Election of Directors The following 10 individuals were elected to serve as directors of the Company for a one year term expiring at the 2022 Annual Meeting of Shareholders or until their successors are elected and qualified:   Nominee   Votes For   Votes Withheld   Broker Non-Votes George A. Borba, Jr.   101,531,850   1,337,169   20,333,497 David A. Brager   102,766,576   102,443   20,333,497 Stephen A. Del Guercio   101,644,987   1,224,032   20,333,497 Rodrigo Guerra, Jr.   101,637,572   1,231,447   20,333,497 Anna Kan   101,646,878   1,222,141   20,333,497 Marshall V. Laitsch   101,395,174   1,473,845   20,333,497 Kristina M. Leslie   101,381,839   1,487,180   20,333,497 Raymond V. O’Brien III   101,344,720   1,524,299   20,333,497 Jane Olvera   101,850,007   1,019,012   20,333,497 Hal W. Oswalt   100,977,194   1,891,825   20,333,497 Proposal 2 – Ratification of the Audit Committee’s Appointment of the Independent Accountants for 2021 The appointment of KPMG LLP to serve as the Company’s independent registered public accounting firm for 2021 was ratified. The voting results were as follows:   Votes For   Votes Against   Abstain   Broker Non-Votes 122,510,230   488,331       203,955   0                 Proposal 3 – A Non-binding Advisory Vote to Approve the Compensation of our Named Executive Officers for 2020 (“Say-On-Pay”).   Votes For   Votes Against   Abstain   Broker Non-Votes 93,000,613   4,148,177              5,720,229   20,333,497          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.     CVB FINANCIAL CORP.   (Registrant) Date: May 20, 2021     By: /s/ Richard H. Wohl             Richard H. Wohl     Executive Vice President and General Counsel
Filing details
Ticker
CVBF
CIK
354647
Form type
8-K
Filing date
May 20, 2021
Report date
May 19, 2021
Document
d185480d8k.htm
Size
152 KB