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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): April 25, 2024

REPUBLIC BANCORP, INC.

(Exact name of registrant as specified in its charter)

Kentucky

0-24649

61-0862051

(State or other jurisdiction

(Commission File Number)

(I.R.S. Employer Identification No.)

of incorporation)

601 West Market Street, Louisville, Kentucky

40202

(Address of principal executive offices)

(zip code)

Registrant’s telephone number, including area code: (502) 584-3600

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 (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

Name of each exchange on which registered

Class A Common

RBCAA

The Nasdaq Stock 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 April 25, 2024, Republic Bancorp, Inc. (the “Company”) held its 2024 Annual Meeting of Shareholders (the “Meeting”). At the Meeting, the Company’s shareholders voted and: (1) elected each of the Company’s nominees for director to the Company’s Board of Directors (the “Board”); and (2) ratified the appointment of FORVIS, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. Set forth below are the final voting results for each of the proposals submitted to a vote of the Company’s shareholders at the Meeting.

Proposal 1: To elect the 15 director nominees to the Board, each to serve until the Company’s 2025 annual meeting of shareholders and their successors are elected and qualified or their earlier resignation or removal.

Votes

Broker

Nominee

Votes For

Withheld

Non-Votes

Yoania Cannon

34,168,594

178,444

1,510,737

David P. Feaster

32,133,458

2,213,580

1,510,737

Jennifer N. Green

32,176,861

2,170,177

1,510,737

Heather V. Howell

32,094,206

2,252,832

1,510,737

Timothy S. Huval

32,183,538

2,163,500

1,510,737

Ernest W. Marshall, Jr.

31,902,999

2,444,039

1,510,737

W. Patrick Mulloy, II

32,189,982

2,157,057

1,510,737

W. Kennett Oyler, III

32,161,981

2,185,057

1,510,737

Logan M. Pichel

32,148,713

2,198,325

1,510,737

Vidya Ravichandran

32,166,589

2,180,449

1,510,737

Alejandro M. Sanchez

34,162,200

184,838

1,510,737

A. Scott Trager

32,137,613

2,209,425

1,510,737

Steven E. Trager

31,885,758

2,461,281

1,510,737

Andrew Trager-Kusman

32,100,831

2,246,207

1,510,737

Mark A. Vogt

31,840,640

2,506,399

1,510,737

Proposal 2: To ratify the appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

Votes For

35,730,446

Votes Against

67,751

Votes Abstained

59,578

Broker Non-Votes

-

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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.

Republic Bancorp, Inc.

(Registrant)

Date: April 26, 2024

By:

/s/ Kevin Sipes

Executive Vice President, Chief Financial Officer & Chief Accounting Officer

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