8-KThe WireRoutine
Shareholder Vote
Filed May 23, 2025 · 1y ago · Accession 0000950170-25-076778
Plain English
Material event — a significant development the company must disclose promptly.
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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): May 21, 2025
CVB Financial Corp.
(Exact name of Registrant as Specified in Its Charter)
California
000-10140
95-3629339
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
701 N HAVEN AVE
STE 350
ONTARIO , California
91764
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: 909 980-4030
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:
☐ 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, No Par Value
CVBF
The Nasdaq Stock Market LLC
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.
(a) On May 21, 2025, CVB Financial Corp. (the “Company”) held its 2025 Annual Meeting of Shareholders.
(b) Each of the matters submitted to the Company’s shareholders was approved by the requisite voting power required for approval of the respective proposal. The results of the voting on the matters submitted to the Company’s shareholders are as follows:
Proposal 1 – Election of Directors.
The following eight (8) individuals were elected to serve as directors of the Company for a one-year term expiring at the Company’s 2026 Annual Meeting of Shareholders or until their successors are elected and qualified:
Nominee
Votes For
Votes Withheld
Broker Non-Votes
George A. Borba, Jr.
102,597,890
2,066,843
18,368,766
David A. Brager
103,213,871
1,450,862
18,368,766
Stephen A. Del Guercio
102,065,608
2,599,125
18,368,766
Anna Kan
104,321,606
343,127
18,368,766
Jane Olvera Majors
104,251,285
413,448
18,368,766
Raymond V. O’Brien III
102,069,917
2,594,816
18,368,766
Hal W. Oswalt
102,277,902
2,386,831
18,368,766
Kimberly Sheehy
104,302,696
362,037
18,368,766
Proposal 2 – A Non-binding Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers for 2024 (“Say-On-Pay”).
Votes For
Votes Against
Votes Abstained
Broker Non-Votes
99,117,640
4,796,892
750,201
18,368,766
Proposal 3 – Ratification of the Audit Committee’s Appointment of the Company’s Independent Registered Public Accounting Firm for 2025.
The appointment of KPMG LLP to serve as the Company’s independent registered public accounting firm for 2025 was ratified. The voting results were as follows:
Votes For
Votes Against
Votes Abstained
Broker Non-Votes
122,004,851
929,035
99,613
N/A
SIGNATURES
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.
CVB Financial Corp.
Date:
May 23, 2025
By:
/s/ Richard H. Wohl
Richard H. Wohl
Executive Vice President and General Counsel
Filing details
- Company
- CVB FINANCIAL CORP
- Ticker
- CVBF
- CIK
- 354647
- Form type
- 8-K
- Filing date
- May 23, 2025
- Report date
- May 21, 2025
- Document
- cvbf-20250521.htm
- Size
- 169 KB