First Financial Bankshares Inc 8-K, filed Apr 29, 2020
First Financial Bankshares Inc (FFIN)
About this 8-K
First Financial Bankshares Inc filed this 8-K on April 29, 2020, reporting on events of April 28, 2020.
Items reported
- Item 5.07: Shareholder vote results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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| ITEM 5.07 | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
| (a) | On April 28, 2020, the virtual annual meeting of shareholders of the Company was held in Abilene, Texas. |
| (b) | The following is a summary of the matters voted on at the annual meeting: |
| (1) | The following directors were elected at the annual meeting to hold office until the 2021 annual meeting of shareholders, and the respective number of votes cast for and withheld are as follows: |
| Votes |
Votes |
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| Director |
For |
Withheld |
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| April Anthony |
101,534,813 |
155,788 |
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| Vianei Lopez Braun |
101,253,496 |
437,105 |
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| Tucker S. Bridwell |
99,835,888 |
1,854,713 |
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| David Copeland |
100,441,584 |
1,249,017 |
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| Mike Denny |
101,467,212 |
223,389 |
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| F. Scott Dueser |
100,389,441 |
1,301,160 |
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| Murray Edwards |
100,612,624 |
1,077,977 |
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| Tim Lancaster |
100,640,271 |
1,050,330 |
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| Kade L. Matthews |
101,304,517 |
386,084 |
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| Robert Nickles, Jr. |
101,520,360 |
170,241 |
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| Johnny E. Trotter |
100,401,143 |
1,289,458 |
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There were 23,131,863 broker non-votes.
| (2) | The shareholders voted to ratify the appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2020 by a vote of 122,984,351 for, 1,619,099 against and 219,014 abstained. There were no broker non-votes. |
| (3) | The shareholders approved the following resolution: |
“RESOLVED, that the shareholders of First Financial Bankshares, Inc. hereby approve on an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K to the Company’s Proxy Statement for the 2020 Annual Meeting of Shareholders, including the Compensation Discussion and Analysis compensation tables and narrative discussion,”
by a vote of 98,337,818 for, 2,048,152 against and 1,304,631 abstained. There were 23,131,863 broker non-votes.
| ITEM 7.01 | REGULATION FD DISCLOSURE |
Attached as exhibit 99.1 to this Form 8-K is the press release dated April 28, 2020 announcing the results of the Annual Meeting of Shareholders of the Company.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
| (d) | Exhibits |
| Exhibit |
Exhibit | |||
| 99.1 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||
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 FINANCIAL BANKSHARES, INC. | ||||||
| (Registrant) | ||||||
| DATE: April 28, 2020 |
By: |
/S/ F. Scott Dueser | ||||
| F. SCOTT DUESER | ||||||
| President and Chief Executive Officer | ||||||
Exhibit 99.1
| For immediate release | For More Information: | |
| J. Bruce Hildebrand, Executive Vice President | ||
| 325.627.7155 |
FIRST FINANCIAL ANNOUNCES BOARD ELECTION AND
INCREASED DIVIDEND AT ANNUAL MEETING
ABILENE, Texas, April 28, 2020 – First Financial Bankshares, Inc. (NASDAQ: FFIN) – In connection with the 2020 Annual Shareholders’ Meeting, the Board of Directors of First Financial Bankshares, Inc. today declared a $0.13 per share cash dividend for the second quarter, which represents a 8.3 percent increase and will be paid to shareholders of record on June 16, 2020, with payment set for July 1, 2020.
Shareholders re-elected eleven existing members to the Board of Directors. The re-elected directors are April Anthony, CEO, Encompass Health - Home Health and Hospice and Homecare Homebase, Dallas; Vianei Lopez Braun, Attorney, Decker Jones, P.C., Fort Worth; Tucker S. Bridwell, President of Mansfeldt Investment Corporation, Abilene; David Copeland, President, SIPCO, Inc., and Shelton Family Foundation, Abilene; Mike Denny, Owner/President of Batjer and Associates, Inc., Abilene; F. Scott Dueser, Chairman, President and CEO of First Financial Bankshares, Abilene; Murray Edwards, Principal, The Edwards Group, Clyde; Tim Lancaster, retired President and CEO of Hendrick Health System, Lubbock; Kade Matthews, ranching and investments, Amarillo; Robert Nickles, Jr., Executive Chairman of Alegacy Group, LLC, Houston; and Johnny E. Trotter, President and CEO, Livestock Investors, Ltd., Hereford.
In other business, shareholders approved the advisory vote on compensation on named executive officers and ratified the Board’s selection of Ernst & Young LLP as the Company’s independent auditors.
“We are pleased to announce the increase in our quarterly cash dividend for our shareholders,” said F. Scott Dueser, Chairman, President and CEO. “We are also grateful to our shareholders for the re-election of our directors and the passage of the two proposals.”
Shareholders also recognized Ron Giddiens, investment and business consultant, San Angelo, Texas, and Ross H. Smith Jr., Chairman and President, Akrotex Inc., Orange, Texas who both retired from the board of directors after 11 years and six years of service, respectively.
About First Financial Bankshares
Headquartered in Abilene, Texas, First Financial Bankshares, Inc. is a financial holding company that through its subsidiary, First Financial Bank, N.A., operates multiple banking regions with 78 locations in Texas, including Abilene, Acton, Albany, Aledo, Alvarado, Beaumont, Boyd, Bridgeport, Brock, Bryan, Burleson, Cisco, Cleburne, Clyde, College Station, Conroe, Cut and Shoot, Decatur, Eastland, El Campo, Fort Worth, Fulshear, Glen Rose, Granbury, Grapevine, Hereford, Huntsville, Keller, Kingwood, Magnolia, Mauriceville, Merkel, Midlothian, Mineral Wells, Montgomery, Moran, New Waverly, Newton, Odessa, Orange, Palacios, Port Arthur, Ranger, Rising Star, Roby, San Angelo, Southlake, Spring, Stephenville, Sweetwater, Tomball, Trent, Trophy Club, Vidor, Waxahachie, Weatherford, Willis, and Willow Park. The Company also operates First Financial Trust & Asset Management Company, N.A., with nine locations and First Technology Services, Inc., a technology operating company.
The Company is listed on The NASDAQ Global Select Market under the trading symbol FFIN. For more information about First Financial Bankshares, please visit our website at http://www.ffin.com.
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Certain statements contained herein may be considered “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. These statements are based upon the belief of the Company’s management, as well as assumptions made beyond information currently available to the Company’s management, and may be, but not necessarily are, identified by such words as “expect”, “plan”, “anticipate”, “target”, “forecast” and “goal”. Because such “forward-looking statements” are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from the Company’s expectations include the COVID-19 pandemic and related government actions, competition from other financial institutions and financial holding companies, the effects of and changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve Board, changes in the demand for loans, fluctuations in value of collateral and loan reserves, inflation, interest rate, market and monetary fluctuations, changes in consumer spending, borrowing and savings habits, and acquisitions and integration of acquired businesses, and similar variables. Other key risks are described in the Company’s reports filed with the Securities and Exchange Commission, which may be obtained under “Investor Relations-Documents/Filings” on the Company’s Web site or by writing or calling the Company at 325.627.7155. Except as otherwise stated in this news announcement, the Company does not undertake any obligation to update publicly or revise any forward-looking statements because of new information, future events or otherwise.