PEAPACK-GLADSTONE FINANCIAL CORPORATION Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the
The following is a summary of the voting results for each matter submitted to a vote of shareholders at the Annual Meeting:
For Withheld Broker
Non-Votes
1. Election of thirteen directors, each for a
one-year term expiring in 2024:
Carmen M. Bowser 14,613,038 460,138 1,214,349
Susan A. Cole 14,775,051 298,125 1,214,349
Anthony J. Consi 13,415,182 1,657,994 1,214,349
Richard Daingerfield 14,788,048 285,128 1,214,349
Edward A. Gramigna, Jr. 13,857,204 1,215,972 1,214,349
Peter D. Horst 14,538,322 534,854 1,214,349
Steven A. Kass 14,795,840 277,336 1,214,349
Douglas L. Kennedy 14,739,572 333,604 1,214,349
F. Duffield Meyercord 12,738,108 2,335,068 1,214,349
Patrick J. Mullen 14,789,698 283,478 1,214,349
Philip W. Smith, II 13,821,176 1,252,000 1,214,349
Tony Spinelli 13,457,638 1,615,538 1,214,349
Beth Welsh 14,714,495 358,681 1,214,349
2--------------------------------------------------------------------------------
For Against Abstain Broker
Non-Votes
2. Advisory vote to approve 12,809,651 2,146,151 117,374 1,214,349
the compensation of the
Company's named executive
officers as presented in
the proxy statement:
1 Year 2 Years 3 Years Abstain Broker
Non-Votes
3. Advisory vote to approve 13,153,436 371,482 1,288,507 259,751 1,214,349
the frequency of future
non-binding advisory votes
on the compensation of the
Company's named executive
officers as presented in
the proxy statement:
For Against Abstain Broker
Non-Votes
4. Approval to amend the 7,939,077 7,070,534 63,565 1,214,349
Peapack-Gladstone Financial
Corporation 2021 Long-Term
Incentive Plan to increase
the number of authorized
shares by 600,000:
For Against Abstain Broker
Non-Votes
5. Ratification of Crowe LLP 16,171,176 99,945 16,404 -
as the Company's
independent registered
public accounting firm for
2023:
Based on the above vote, the Company has determined to include a shareholder vote on the compensation of the Company's named executive officers in its annual meeting proxy solicitation materials on an annual basis until the next required vote on the frequency of the shareholder vote on executive compensation, which is expected to occur at the Company's 2029 Annual Meeting of Shareholders.
3
--------------------------------------------------------------------------------
Item 7.01 Regulation FD Disclosure
The Company is furnishing the presentation materials presented at the Annual Meeting as Exhibit 99.1 to this report. The Company is not undertaking to update this presentation. The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This report will not be deemed an admission as to the materiality of any information herein (including Exhibit 99.1).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Title 10.1Peapack-Gladstone Financial Corporation 2021 Long-Term Incentive Plan (incorporated by reference to Appendix A to the proxy statement for the Annual Meeting of Shareholders filed with theSecurities and Exchange Commission onMarch 17, 2023 (File No. 001-16197)) 99.1 Slides used by the Company at the 2023 Annual Meeting of Shareholders 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 4
--------------------------------------------------------------------------------
© Edgar Online, source
