Seacoast Banking Corporation of Florida filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure
$SBCF
Major Banks
Finance
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) May 21, 2024
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
Registrant’s telephone number, including area code (772 ) 287-4000
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:
Securities registered pursuant to Section 12(b) of the Act:
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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 ☐
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SEACOAST BANKING CORPORATION OF FLORIDA
Item 5.07 Submission of Matters to a Vote of Security Holders
On May 21, 2024, Seacoast Banking Corporation of Florida (the "Company") held its 2024 Annual Meeting of Shareholders. Of the 84,927,621 shares of common stock of the Company outstanding as of the record date for the Annual Meeting, 71,868,423 shares were present at the meeting in person or by proxy. The final results of each of the proposals voted on by the Company's shareholders are described below:
Proposal One - Elect Directors: To elect five Class I directors. The vote for each director is as set forth below.
| Number of Shares | |||||||||||
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
| Jacqueline L. Bradley | 63,290,174 | 850,376 | 7,727,873 | ||||||||
| H. Gilbert Culbreth, Jr. | 50,848,435 | 13,292,115 | 7,727,873 | ||||||||
| Christopher E. Fogal | 59,361,334 | 4,779,216 | 7,727,873 | ||||||||
| Charles M. Shaffer | 61,854,080 | 2,286,470 | 7,727,873 | ||||||||
| Joseph B. Shearouse, III | 62,526,462 | 1,614,088 | 7,727,873 | ||||||||
The five nominees were each elected to the board by a plurality of the votes cast, as required by the Company's bylaws.
Proposal Two - Advisory (Non-binding) Vote to Approve Compensation of Named Executive Officers: To hold an advisory vote to approve, on a non-binding basis, the compensation of the Company's named executive officers as disclosed in the Company's proxy statement.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 62,060,059 | 1,799,132 | 281,359 | 7,727,873 | ||||||||
The vote required to approve this proposal was the affirmative vote of a majority of the votes cast on the proposal. Accordingly, this proposal was approved.
Proposal Three - Ratification of Auditors: To ratify the appointment of Crowe LLP as independent auditors for the Company for the fiscal year ending December 31, 2024.
| Votes For | Votes Against | Abstentions | ||||||
| 70,325,755 | 1,382,102 | 160,566 | ||||||
The vote required to approve this proposal was the affirmative vote of a majority of the votes cast on the proposal. Accordingly, this proposal was approved.
Item 7.01 Regulation FD Disclosure
Following the adjournment of the 2024 Annual Meeting of Shareholders, Management discussed the Company's business strategy, financial performance, recent developments, and future opportunities with shareholders in attendance.
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
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.
SEACOAST BANKING CORPORATION OF FLORIDA
| Dated: May 22, 2024 | /s/ Tracey L. Dexter | ||||
| Tracey L. Dexter | |||||
| EVP, Chief Financial Officer | |||||