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8-KThe WireRoutine

Shareholder Vote · Reg FD Disclosure

Filed Apr 22, 2021 · 5y ago · Accession 0001140361-21-013860

Plain English

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

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: April 20, 2021 INDEPENDENT BANK CORPORATION (Exact name of registrant as specified in its charter) Michigan 0-7818 38-2032782 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 4200 East Beltline   Grand Rapids , Michigan   49525 (Address of principal executive office)   (Zip Code) Registrant's telephone number, including area code: ( 616 ) 527-5820 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, no par value IBCP 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 At the Company's Annual Meeting of Shareholders held on April 20, 2021, the matters listed below were submitted to a vote of the shareholders through the solicitation of proxies. The proposals are described in detail in the Company’s proxy statement, filed with the SEC on March 5, 2021. The voting results are as follows: Proposal 1 :     Election of Directors The  following  individuals were  elected to  serve as  directors of  the Company  to hold  office  until the  2024 Annual  Meeting of Shareholders, under the terms of the Company's Bylaws: Nominee   For   Withheld   Broker Non - Votes Christina L. Keller   17,053,271   105,218   2,199,162 Ronia F. Kruse   15,504,237   1,654,252   2,199,162 Michael M. Magee, Jr.   16,432,386   726,103   2,199,162 Matthew J. Missad   16,927,225   231,264   2,199,162 Proposal 2:    Ratification of the Appointment of Independent Auditors The shareholders ratified the appointment of Crowe LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021. For Against Abstain Broker Non - Votes 19,086,523 242,424 28,704 -- Proposal 3:    Advisory (Non-Binding) Vote on Executive Compensation The shareholders approved a proposed resolution approving the compensation of the Company's named executive officers, as disclosed pursuant to the compensation disclosure rules of the SEC. For Against Abstain Broker Non-Votes 16,473,280 578,215 106,994 2,199,162 Proposal 4:    Vote on the Independent Bank Corporation 2021 Long-Term Incentive Plan (the “LTIP”) The shareholders approved the LTIP. For Against Abstain Broker Non-Votes 16,420,042 711,778 26,669 2,199,162 Item 7.01 Regulation FD Disclosure. On April 20, 2021, Independent Bank Corporation (the "Company") used a Shareholder Presentation at the Company's 2021 Annual Meeting of Shareholders. A copy of the Shareholder Presentation is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated in this Item 7.01 by reference. The information disclosed under this Item 7.01 and Exhibit 99.1 is furnished to, and not filed with, the Securities and Exchange Commission. Item 9.01. Financial Statements and Exhibits Exhibits . 99.1 Shareholder  Presentation. 104 Cover Page Interactive Data File (embedded with in the Inline, XBRL document). SIGNATURE 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 thereunto duly authorized.   INDEPENDENT BANK CORPORATION   (Registrant)     Date: April 22, 2021 /s/ Gavin A. Mohr   By: Gavin A. Mohr   Its: Executive Vice President and Chief Financial Officer
Filing details
Ticker
IBCP
CIK
39311
Form type
8-K
Filing date
Apr 22, 2021
Report date
Apr 20, 2021
Document
brhc10023439_8k.htm
Size
3.2 MB