Item 5.07 Submission of Matters to a Vote of Security Holders
The Company's 2024 Annual Meeting of Shareholders was held on April 18, 2024. The following items of business were presented to the shareholders:
(1) The fifteen directors were elected as proposed in the Proxy Statement, under the caption "Election of Directors" with votes cast as follows:
|
Total Vote For Each Director
|
Total Vote Withheld For Each Director
|
Total Broker Non-Vote For Each Director
|
John W. Allison
|
142,963,377
|
2,605,280
|
27,372,939
|
Brian S. Davis
|
138,952,437
|
6,616,220
|
27,372,939
|
Milburn Adams
|
143,495,830
|
2,072,827
|
27,372,939
|
Robert H. Adcock, Jr.
|
143,632,790
|
1,935,867
|
27,372,939
|
Mike D. Beebe
|
143,936,823
|
1,631,834
|
27,372,939
|
Jack E. Engelkes
|
142,953,522
|
2,615,135
|
27,372,939
|
Tracy M. French
|
141,681,149
|
3,887,508
|
27,372,939
|
Karen E. Garrett
|
144,384,489
|
1,184,168
|
27,372,939
|
J. Pat Hickman
|
97,427,681
|
48,140,975
|
27,372,939
|
James G. Hinkle
|
140,290,896
|
5,277,761
|
27,372,939
|
Alex R. Lieblong
|
140,266,219
|
5,302,438
|
27,372,939
|
Thomas J. Longe
|
140,835,685
|
4,732,972
|
27,372,939
|
Jim Rankin, Jr.
|
130,300,236
|
15,268,421
|
27,372,939
|
Larry W. Ross
|
144,426,960
|
1,141,697
|
27,372,939
|
Donna J. Townsell
|
141,578,310
|
3,990,347
|
27,372,939
|
(2) The Company's executive compensation was approved as proposed in the Proxy Statement under the caption "Advisory (Non-Binding) Vote Approving Executive Compensation" with votes cast as follows: 134,974,967 votes for, 9,953,383 votes against, 640,306 votes abstaining and 27,372,939 broker non-votes.
(3) The shareholders recommended that the Company hold future advisory votes on the Company's executive compensation every year, as proposed in the Proxy Statement under the caption "Frequency of Advisory Vote On Executive Compensation," with votes cast as follows: 137,114,714 votes for every year, 621,165 votes for every two years, 7,141,416 votes for every three years, 691,360 votes abstaining and 27,372,939 broker non-votes. Based on the results of this advisory vote, our Board of Directors has determined that the Company will include an advisory vote on the Company's executive compensation in its proxy materials every year until the next advisory vote on the frequency of such votes, which will occur no later than our Annual Meeting of Shareholders in 2030.
(4) The Audit Committee's selection and appointment of the accounting firm of FORVIS, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024 was ratified with votes cast as follows: 171,323,942 votes for, 1,217,749 votes against, 399,904 votes abstaining and zero broker non-votes.
Abstentions and broker non-votes were counted for purposes of determining whether a quorum was present, but were not treated as votes cast on a proposal. Therefore, abstentions and broker non-votes did not have the effect of a vote for or against the proposal and were not counted in determining the number of votes required for approval.
No additional business or other matters came before the meeting or any adjournment thereof.