8-K - FFWM - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 25, 2021

FIRST FOUNDATION INC.

(Exact name of registrant as specified in its charter)


Delaware		001-36461		20-8639702
(State or other jurisdiction<br><br>of incorporation)		(Commission<br><br>File Number)		(IRS Employer<br><br>Identification Number)


200 Crescent Court , Suite 1400
Dallas , Texas		75201
(Address of Principal Executive Offices)		(Zip Code)

( 469 ) 638-9636

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		FFWM		NASDAQ Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07Submission of Matters to a Vote of Security Holders

First Foundation Inc. (the “Company”) held its 2021 Annual Meeting of Shareholders on May 25, 2021 (the “Annual Meeting”). The Company’s shareholders voted on the proposals listed below, each of which was described in the Company’s proxy statement for the Annual Meeting.

Proposal No. 1 – Election of Directors

The Company’s shareholders elected the following nine individuals to serve as directors for the ensuing year and until their successors are elected and qualify to serve. There were no nominees other than those listed below. The voting results were as follows:


Name	****	Votes For	****	Votes Withheld	****	Broker Non-Votes
Max Briggs		28,795,758		591,002		2,167,965
John Hakopian		29,080,641		306,119		2,167,965
Scott F. Kavanaugh		26,960,554		2,426,206		2,167,965
Ulrich E. Keller, Jr.		29,045,809		340,951		2,167,965
David Lake		29,090,412		296,348		2,167,965
Elizabeth A. Pagliarini		28,797,314		589,446		2,167,965
Mitchell M. Rosenberg		28,131,534		1,255,226		2,167,965
Diane M. Rubin		28,954,793		431,967		2,167,965
Jacob Sonenshine		28,576,453		810,307		2,167,965

Proposal No. 2 – Ratification of Appointment of Independent Registered Public Accountants

The Company’s shareholders ratified the appointment of Eide Bailly LLP as the Company’s independent registered public accounting firm for fiscal year 2021. The voting results were as follows:


Votes For	****	Votes Against	****	Abstain	****	Broker Non-Votes
31,359,725		190,243		4,757		—

Brokers were entitled to cast votes on this proposal without voting instructions from the beneficial owners of the shares. As a result, there were no broker non-votes with respect to this proposal.

Proposal No. 3 – Advisory Vote on the Compensation of our Named Executive Officers

The Company’s shareholders approved, on an advisory basis, the compensation paid in 2020 to the Company’s named executive officers. The voting results were as follows:


Votes For	****	Votes Against	****	Abstain	****	Broker Non-Votes
28,387,224		902,879		96,657		2,167,965

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: May 27, 2021	By:	/s/ ROBERT E. SJOGREN
		Robert E. Sjogren
		General Counsel & Secretary