Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 23, 2017, First Business Financial Services, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”) to: (1) elect two Class I directors to hold office until the 2020 annual meeting of shareholders and until their successors are duly elected and qualified; (2) approve, in a non-binding, advisory vote, the compensation of the Company’s named executive officers and (3) ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017.
Of the aggregate 8,718,307 shares of the Company’s common stock issued and outstanding as of the close of business on the record date, March 23, 2017, 7,288,661 or 83.6%, were represented in person or by proxy at the Annual Meeting.
At the Annual Meeting, the Company’s shareholders voted as follows:
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(1)
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Election of the below-named nominees to the Board of Directors of the Company (the “Board”):
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Nominees
Votes
For
Votes
Withheld Broker Non-Votes
Jerome J. Smith 5,759,447 632,137 897,077
Gerald L. Kilcoyne 5,867,012 524,572 897,077
The two nominees listed above were elected by a plurality to serve on the Board. Further, each nominee received in excess of 90% of the shares voted in favor of his or her election.
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(2)
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Approval in a non-binding, advisory vote, of the compensation of the Company’s named executive officers.
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Votes For
Votes Against Abstentions
Broker Non-Votes
6,016,877 176,522 198,185 897,077
This matter was approved by shareholders with 94% of shares voted cast in favor of the proposal.
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(3)
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Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2017.
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Votes For
Votes Against Abstentions
Broker Non-Votes
7,075,422 109,391 103,848 -
This matter was approved by shareholders with 97% of shares voted cast in favor of the proposal.