8-KThe WireRoutine
Shareholder Vote
Filed Jun 10, 2022 · 4y ago · Accession 0000351569-22-000011
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): June 9, 2022
Ameris Bancorp
(Exact Name of Registrant as Specified in Charter)
Georgia 001-13901 58-1456434
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)
3490 Piedmont Road N.E., Suite 1550
Atlanta, Georgia 30305
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (404) 639-6500
(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 $1.00 per share
ABCB
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 (§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 ☐
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 June 9, 2022, Ameris Bancorp (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, there were present in person or by proxy 64,111,308 shares of the Company’s common stock, $1.00 par value per share, representing 92.33% of the shares outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, the Company’s shareholders: (1) elected 13 members to the Board of Directors of the Company to serve until the Company's 2023 Annual Meeting of Shareholders; (2) ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022; and (3) approved, on an advisory basis, the compensation of the Company’s named executive officers. Each of the foregoing proposals was set forth and described in the Notice of Annual Meeting and Proxy Statement of the Company dated April 25, 2022. The voting results for each proposal are as follows:
1. Election of the following director nominees by a majority vote to serve as directors until the annual meeting of shareholders to be held in 2023:
Nominee For Against Abstentions Broker Non-Votes
William I. Bowen, Jr. 59,972,152 555,099 104,141 3,479,916
Rodney D. Bullard 60,032,700 536,192 62,500 3,479,916
Wm. Millard Choate 60,105,210 505,412 20,770 3,479,916
R. Dale Ezzell 59,381,142 1,238,613 11,637 3,479,916
Leo J. Hill 59,338,069 1,246,721 46,602 3,479,916
Daniel B. Jeter 59,562,504 1,054,152 14,736 3,479,916
Robert P. Lynch 58,992,907 1,624,607 13,878 3,479,916
Elizabeth A. McCague 59,286,729 1,334,580 10,083 3,479,916
James B. Miller, Jr. 59,740,665 868,860 21,867 3,479,916
Gloria A. O'Neal 59,731,085 890,688 9,619 3,479,916
H. Palmer Proctor, Jr. 59,993,596 627,137 10,659 3,479,916
William H. Stern 57,076,113 2,174,849 1,380,430 3,479,916
Jimmy D. Veal 59,227,481 1,391,958 11,953 3,479,916
2. Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022 by a vote of 64,021,176 for, 75,762 against, 14,370 abstentions and 0 broker non-votes.
3. Approval, on an advisory basis, of the compensation of the Company’s named executive officers by a vote of 59,325,607 for, 1,007,030 against, 298,755 abstentions and 3,479,916 broker non-votes.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
AMERIS BANCORP
By: /s/ Nicole S. Stokes
Nicole S. Stokes
Chief Financial Officer
Date: June 10, 2022
Filing details
- Company
- Ameris Bancorp
- Ticker
- ABCB
- CIK
- 351569
- Form type
- 8-K
- Filing date
- Jun 10, 2022
- Report date
- Jun 9, 2022
- Document
- abcb-20220609.htm
- Size
- 192 KB