SEC Form 8-K filed by Simmons First National Corporation

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Exchange Act of 1934

Date of Report (Date of earliest event reported) May 7, 2025

 

SIMMONS FIRST NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Arkansas		0-6253		71-0407808
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

501 Main Street, Pine Bluff, Arkansas		71601
(Address of principal executive offices)		(Zip Code)

(870) 541-1000

(Registrant’s telephone number, including area code)

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. below):

 

☐	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, par value $0.01 per share		SFNC		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.

On May 7, 2025, Simmons First National Corporation (“Corporation”) held its Annual Meeting of Shareholders (“Meeting”) at the Corporation’s corporate offices in Little Rock, Arkansas. At the Meeting, the following matters were submitted to the Corporation’s security holders for consideration: (1) ratification of the action of the Corporation’s board of directors fixing the number of directors at fourteen; (2) election of fourteen directors; (3) adoption of a non-binding resolution approving the compensation of the named executive officers of the Corporation; and (4) ratification of the Audit Committee’s selection of the accounting firm Forvis Mazars, LLP as independent auditors of the Corporation and its subsidiaries for the year ending December 31, 2025.

At the Meeting, all fourteen directors were elected by proxies solicited pursuant to Section 14 of the Securities Exchange Act of 1934, without any solicitation in opposition thereto. The following table summarizes the required analysis of the voting by security holders at the Meeting:

Voting of Shares

 

Action		For		Against		Abstain		Broker Non-Votes
Fix the number of directors at fourteen		107,386,935		690,992		321,259		0
Election of Directors		For		Against		Abstain		Broker Non-Votes
Marty D. Casteel		89,383,703		1,400,905		128,585		17,485,993
William E. Clark, II		88,174,595		2,620,094		118,504		17,485,993
Steven A. Cosse		82,038,500		8,746,801		127,892		17,485,993
Mark C. Doramus		88,238,767		2,553,267		121,159		17,485,993
Edward Drilling		86,806,748		3,980,953		125,492		17,485,993
Eugene Hunt		88,148,945		2,645,336		118,912		17,485,993
Jerry Hunter		89,337,646		1,453,676		121,871		17,485,993
Susan Lanigan		87,811,190		2,951,081		150,922		17,485,993
George A. Makris, Jr.		86,340,191		4,451,632		121,370		17,485,993
Tom E. Purvis		87,696,763		3,095,259		121,171		17,485,993
Robert L. Shoptaw		86,437,259		4,356,229		118,670		17,485,993
Julie Stackhouse		89,419,762		1,374,052		119,379		17,485,993
Russell Teubner		89,440,177		1,353,599		119,417		17,485,993
Mindy West		89,353,087		1,440,012		120,094		17,485,993
Action		For		Against		Abstain		Broker Non-Votes
Adoption of a non-binding resolution approving the compensation of the named executive officers		88,021,550		2,438,931		452,711		17,485,993
Action		For		Against		Abstain		Broker Non-Votes
Ratification of the Audit Committee’s selection of Forvis Mazars, LLP as independent auditors of the Corporation and its subsidiaries for the year ending December 31, 2025		104,700,182		3,616,187		82,816		0

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.

 

						SIMMONS FIRST NATIONAL CORPORATION
						/s/ C. Daniel Hobbs
Date: May 8, 2025						C. Daniel Hobbs, Executive Vice President and Chief Financial Officer