UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 23, 2024, Simmons First National Corporation (“Corporation”) held its Annual Meeting of Shareholders (“Meeting”) at the Corporation’s corporate offices in Little Rock, Arkansas. At the Meeting, the following matters were submitted to the Corporation’s security holders for consideration: (1) ratification of the action of the Corporation’s board of directors fixing the number of directors at fourteen; (2) election of fourteen directors; (3) adoption of a non-binding resolution approving the compensation of the named executive officers of the Corporation; (4) ratification of the Audit Committee’s selection of the accounting firm FORVIS, LLP as independent auditors of the Corporation and its subsidiaries for the year ending December 31, 2024; and (5) approval of the Simmons First National Corporation Second Amended and Restated 2015 Employee Stock Purchase Plan.
At the Meeting, all fourteen directors were elected by proxies solicited pursuant to Section 14 of the Securities Exchange Act of 1934, without any solicitation in opposition thereto. The following table summarizes the required analysis of the voting by security holders at the Meeting:
Voting of Shares
| Action |
For |
Against |
Abstain |
Broker Non-Votes | ||||
| Fix the number of directors at fourteen |
105,474,289 | 2,180,139 | 332,542 | 0 | ||||
| Election of Directors |
For |
Against |
Abstain |
Broker Non-Votes | ||||
| Marty D. Casteel |
87,208,889 | 3,970,523 | 274,614 | 16,532,945 | ||||
| William E. Clark, II |
87,261,593 | 3,909,155 | 283,278 | 16,532,945 | ||||
| Steven A. Cosse |
80,014,396 | 11,157,346 | 282,284 | 16,532,945 | ||||
| Mark C. Doramus |
87,067,835 | 4,096,065 | 290,126 | 16,532,945 | ||||
| Edward Drilling |
86,508,382 | 4,668,922 | 276,722 | 16,532,945 | ||||
| Eugene Hunt |
86,876,391 | 4,290,313 | 287,322 | 16,532,945 | ||||
| Jerry Hunter |
86,352,608 | 4,749,261 | 352,157 | 16,532,945 | ||||
| Susan Lanigan |
84,372,397 | 6,797,630 | 283,999 | 16,532,945 | ||||
| George A. Makris, Jr. |
86,453,443 | 4,729,087 | 271,496 | 16,532,945 | ||||
| Tom E. Purvis |
87,493,730 | 3,667,957 | 292,339 | 16,532,945 | ||||
| Robert L. Shoptaw |
85,162,578 | 5,939,104 | 352,344 | 16,532,945 | ||||
| Julie Stackhouse |
87,996,445 | 3,189,562 | 268,019 | 16,532,945 | ||||
| Russell Teubner |
87,977,352 | 3,176,509 | 300,165 | 16,532,945 | ||||
| Mindy West |
86,521,435 | 4,651,434 | 281,157 | 16,532,945 | ||||
| Action |
For |
Against |
Abstain |
Broker Non-Votes | ||||
| Adoption of a non-binding resolution approving the compensation of the named executive officers |
84,412,981 | 6,301,373 | 739,672 | 16,532,945 | ||||
| Action |
For |
Against |
Abstain |
Broker Non-Votes | ||||
| Ratification of the Audit Committee’s selection of FORVIS, LLP as independent auditors of the Corporation and its subsidiaries for the year ending December 31, 2024 |
104,622,834 | 3,061,375 | 302,762 | 0 | ||||
| Action |
For |
Against |
Abstain |
Broker Non-Votes | ||||
| Approval of the Simmons First National Corporation Second Amended and Restated 2015 Employee Stock Purchase Plan |
88,426,674 | 2,425,406 | 601,946 | 16,532,945 |
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 hereunto duly authorized.
| SIMMONS FIRST NATIONAL CORPORATION | ||||||
| /s/ C. Daniel Hobbs | ||||||
| Date: April 26, 2024 | C. Daniel Hobbs, Executive Vice President and | |||||
| Chief Financial Officer | ||||||