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8-KThe WireRoutine

Shareholder Vote · Company Update

Filed Dec 23, 2024 · 1y ago · Accession 0001104659-24-131093

Plain English

Material event — a significant development the company must disclose promptly.

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Securities and Exchange Commission on December 13, 2024.   The vote results on the matters presented at the Special Meeting were as follows:   1. Proposal 1 – Busey merger proposal . A proposal to approve the Agreement and Plan of Merger, dated as of August 26, 2024, by and between Busey and CrossFirst (the “merger agreement”) and the issuance of Busey common stock to holders of CrossFirst common stock pursuant to the merger agreement (including for purposes of complying with Nasdaq Listing Rule 5635(a)):   Votes For     Votes Against     Abstentions     Broker Non-Votes     39,500,271       366,151       357,578       6,269,572     2. Proposal 2 – Busey articles amendment proposal. A proposal to approve an amendment to Busey’s amended and restated articles of incorporation to increase the authorized number of shares of Busey common stock from 100,000,000 to 200,000,000:   Votes For     Votes Against     Abstentions     Broker Non-Votes     44,943,048       1,186,596       363,928       —     3. Proposal 3 – Busey compensation proposal . A proposal to approve, on an advisory (non-binding) basis, the merger-related compensation payments that will or may be paid to the named executive officers of Busey in connection with the transactions contemplated by the merger agreement:   Votes For     Votes Against     Abstentions     Broker Non-Votes     37,826,705       1,893,587       503,708       6,269,572     4. Proposal 4 – Busey adjournment proposal . A proposal to adjourn the Busey special meeting, if necessary or appropriate, to solicit additional proxies if, immediately prior to such adjournment, there are not sufficient votes to approve the Busey merger proposal, or to ensure that any supplement or amendment to the accompanying joint proxy statement/prospectus is timely provided to holders of Busey common stock, was withdrawn, as sufficient votes were cast at the Special Meeting to approve the Busey merger proposal.         Item 8.01. Other Events.   On December 23, 2024, Busey and CrossFirst issued a joint press release announcing the results of the Special Meeting and the results of the special meeting of CrossFirst’s stockholders also held on December 20, 2024. A copy of the joint press release is attached as Exhibit 99.1 and is incorporated herein by reference.   Item 9.01. Financial Statements and Exhibits.   (d) Exhibits   Exhibit Number   Description 99.1   Joint Press Release, dated December 23, 2024 104   Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document)         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.   Dated: December 23, 2024 FIRST BUSEY CORPORATION       By: /s/ Jeffrey D. Jones      Jeffrey D. Jones     Chief Financial Officer
Filing details
Ticker
BUSEP
CIK
314489
Form type
8-K
Filing date
Dec 23, 2024
Report date
Dec 20, 2024
Document
tm2431813d1_8k.htm
Size
292 KB