Item 5.07 Submission of Matters to a Vote of Security Holders
(a) The annual meeting of the shareholders of Sandy Spring Bancorp, Inc. (the "Company") was held on May 22, 2024.
(b) The matters considered and voted on by the shareholders at the annual meeting and the vote of the shareholders were as follows:
1. The shareholders elected the following individuals as directors, each for a three-year term, by the following vote:
|
Name
|
|
Shares
Voted For
|
|
Shares Voted Against
|
Abstentions
|
Ralph F. Boyd
|
22,377,991
|
1,466,169
|
41,912
|
Mark C. Michael
|
22,769,746
|
1,074,036
|
42,290
|
Robert L. Orndorff
|
19,630,983
|
4,216,695
|
38,394
|
Daniel J. Schrider
|
22,222,629
|
1,628,149
|
35,294
|
There were 5,138,601 broker non-votes in the election of directors.
2. The shareholders voted in favor of the non-binding resolution to approve the compensation of the named executive officers by the following vote:
|
Shares Voted For
|
|
Shares Voted Against
|
|
Abstentions
|
22,615,222
|
912,107
|
358,743
|
There were 5,138,601 broker non-votes on the proposal.
3. The shareholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 by the following vote:
|
Shares Voted For
|
|
Shares Voted Against
|
|
Abstentions
|
28,210,343
|
679,355
|
134,975
|
There were no broker non-votes on the proposal.
4. The shareholders approved the 2024 Equity Plan by the following vote:
|
Shares Voted For
|
|
Shares Voted Against
|
|
Abstentions
|
21,685,595
|
1,948,529
|
251,948
|
There were 5,138,601 broker non-votes on the proposal.