Item 5.07Submission of Matters to a Vote of Security Holders.
The 2024 annual meeting of shareholders (the “Annual Meeting”) of SmartFinancial, Inc. (the “Company”) was held on May 23, 2024. Of the 17,056,704 shares of common stock of the Company outstanding as of the record date for the Annual Meeting, 13,824,873 shares, or 81.05%, were present at the meeting in person or by proxy. At the Annual Meeting, Cathy G. Ackermann, Victor L. Barrett, William (“Billy”) Y. Carroll, Jr., William (“Bill”) Y. Carroll, Sr., Ted C. Miller, David A. Ogle, John M. Presley, Steven B. Tucker, Wesley M. (“Miller”) Welborn, Keith E. Whaley, O.D., and Geoffrey A. Wolpert were elected as directors of the Company, to serve in such capacity until the 2025 annual meeting of Company shareholders. Additionally, at the Annual Meeting, the Company’s shareholders ratified the appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
The shareholders also ratified the proposal to approve, on a non-binding advisory basis, the compensation of SmartFinancial’s named executive officers.
The final voting results for each proposal put to a vote at the Annual Meeting, all of which proposals were described in the Proxy Statement, are set forth below.
Proposal 1: Election of Directors. The Company’s shareholders elected each director nominee by the vote indicated for each such nominee below:
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NAME | VOTES FOR | VOTES WITHHELD | BROKER NON-VOTES |
Cathy G. Ackermann | 10,795,194 | 491,327 | 2,538,352 |
Victor L. Barrett | 9,053,847 | 2,232,674 | 2,538,352 |
William ("Billy") Y. Carroll Jr. | 10,645,789 | 640,732 | 2,538,352 |
William ("Bill") Y. Carroll Sr. | 10,616,291 | 670,230 | 2,538,352 |
Ted C. Miller | 10,594,562 | 691,959 | 2,538,352 |
David A. Ogle | 7,779,479 | 3,507,042 | 2,538,352 |
John Presley | 10,370,065 | 916,456 | 2,538,352 |
Steven B. Tucker | 9,132,816 | 2,153,705 | 2,538,352 |
Wesley M. ("Miller") Welborn | 10,612,613 | 673,908 | 2,538,352 |
Keith E. Whaley, O.D. | 10,600,319 | 686,202 | 2,538,352 |
Geoffrey A. Wolpert | 8,777,964 | 2,508,557 | 2,538,352 |
Proposal 2: Ratification of Independent Registered Public Accounting Firm. The Company’s shareholders ratified the appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, by the following vote:
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VOTES FOR | VOTES AGAINST | ABSTENTIONS | BROKER NON-VOTES |
13,762,764 | 60,094 | 2,015 | - |
Proposal 3: Advisory Vote on the Compensation of SmartFinancial’s Named Executive Officers. The Company’s shareholders ratified the advisory vote on the compensation of SmartFinancial’s named executive officers, by the following vote:
| | | |
VOTES FOR | VOTES AGAINST | ABSTENTIONS | BROKER NON-VOTES |
11,073,244 | 202,303 | 10,974 | 2,538,352 |