Wilson Bank Holding Co.

04/29/2024 | Press release | Distributed by Public on 04/29/2024 10:00

Submission of Matters to a Vote of Security Holders - Form 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On April 25, 2024, Wilson Bank Holding Company (the "Company") held its 2024 Annual Meeting of Shareholders (the "Shareholders Meeting") for which the Company's Board of Directors solicited proxies, at 5:00 p.m. (CDT). At the Shareholders Meeting, the Company's shareholders voted on the proposals as described in detail in the Company's definitive proxy statement for the Shareholders Meeting which was filed with the Securities and Exchange Commission on March 22, 2024 (the "Proxy Statement"). The proposals voted on and approved by the Company's shareholders at the Shareholders Meeting were as follows:

(1) To elect three (3) Class II directors to hold office for a term of three (3) years until the Company's Annual Meeting of Shareholders in 2027 and one (1) Class I director to hold office for a term of two (2) years until the Company's Annual Meeting of Shareholders in 2026, and in each case until their successors are duly elected and qualified. Each such director was elected by the following tabulation:

For

Against

Withhold Authority

Broker Non-Votes

Class II Directors

Jack W. Bell

6,120,437

-

31,321

-

H. Elmer Richerson

6,124,026

-

27,732

-

John C. McDearman III

6,124,027

-

27,731

-

For

Against

Withhold Authority

Broker Non-Votes

Class I Director

Lisa Pominski

6,097,307

-

54,451

-

In addition to the foregoing, the remaining directors not up for re-election at the Shareholders Meeting continue to serve on the Company's Board of Directors.

(2) The ratification of the appointment of Maggart & Associates, P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 was approved by the following tabulation:

For

Against

Abstain

Broker Non-Votes

6,043,382

19,982

88,394

-