UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07Submission of Matters to a Vote of Security Holders
On September 13, 2021, First Foundation Inc., a Delaware corporation (the “Company”), held its special meeting of stockholders (the “Special Meeting”). At the Special Meeting, the Company’s stockholders voted on the proposals listed below, each of which was described in the Company’s joint proxy statement/prospectus filed with the Securities and Exchange Commission on August 5, 2021 in connection with the Company’s proposed merger (the “Merger”) with TGR Financial, Inc., a Florida corporation (“TGR Financial”), upon the terms and subject to the conditions set forth in the Agreement and Plan of Merger and Reorganization, dated June 2, 2021, by and between the Company and TGR Financial (the “Merger Agreement”).
At the close of business on July 26, 2021, the record date for the Special Meeting, there were 44,819,743 shares of Company common stock entitled to vote on each of the proposals listed below.
Proposal No. 1 – Merger Proposal
The stockholders voted to adopt and approve the Merger Agreement and the transactions contemplated thereby, including the Merger and the issuance of shares of Company common stock to the shareholders of TGR Financial in connection with the Merger. The voting results were as follows:
Votes For |
| Votes Against |
| Abstain |
33,469,786 |
| 112,656 |
| 51,291 |
Proposal No. 2 – Adjournment Proposal
The stockholders voted to approve a proposal to adjourn or postpone the Special Meeting, if necessary or appropriate, to solicit additional proxies if, immediately prior to such adjournment, there are not sufficient votes to approve the merger proposal. The voting results were as follows:
Votes For |
| Votes Against |
| Abstain |
31,518,244 |
| 2,031,070 |
| 84,419 |
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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.
FIRST FOUNDATION INC. | |||
Date: September 13, 2021 | By: | /s/ KEVIN L. THOMPSON | |
Kevin L. Thompson | |||
Executive Vice President and Chief Financial Officer | |||
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