First United Corp 8-K/A, filed May 28, 2026
First United Corp/Md/ (FUNC)
About this 8-K/A
First United Corp filed this 8-K/A on May 28, 2026, reporting on events of May 7, 2026.
Items reported
- Item 5.07: Shareholder vote results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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EXPLANATORY NOTE
Except as described above, this Amendment does not amend any other item of the Original Report or purport to provide an update or a discussion of any developments at the Corporation subsequent to the filing date of the Original Report. All information contained in the Original Report is subject to updating and supplementing as provided in the Corporation’s reports filed with the Securities and Exchange Commission subsequent to the date on which the Original Report was filed.
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
(a) and (b) Voting Results.
At the 2026 annual meeting of shareholders of First United Corporation (the “Corporation”) held on May 7, 2026, the shareholders voted on the five proposals set forth below. These proposals were submitted to a vote through the solicitation of proxies. The results of the votes are set forth below. For purpose of simplification, fractional votes have been omitted and voting numbers have been rounded to the nearest whole share.
Proposal 1 – Election of 10 directors to serve on the Corporation’s Board of Directors, each until the 2027 annual meeting of shareholders and until his or her successor is duly elected and qualifies.
| For | Withheld | Abstain | Broker Non-Votes | |||||||||
| John F. Barr | 3,548,659 | 11,173 | 192,768 | 1,143,925 | ||||||||
| Brian R. Boal | 3,520,585 | 35,681 | 196,377 | 1,143,925 | ||||||||
| Sanu B. Chadha | 3,524,235 | 1,094 | 225,689 | 1,143,925 | ||||||||
| Christy M. DiPietro | 3,494,760 | 59,049 | 198,792 | 1,143,925 | ||||||||
| Kevin R. Hessler | 3,558,586 | 1,027 | 193,030 | 1,143,925 | ||||||||
| Patricia A. Milon | 3,533,160 | 27,686 | 191,797 | 1,143,925 | ||||||||
| Beth E. Moran | 3,554,988 | 5,745 | 191,868 | 1,143,925 | ||||||||
| I. Robert Rudy | 3,507,661 | 37,165 | 207,817 | 1,143,925 | ||||||||
| Jason B. Rush | 3,508,043 | 24,040 | 220,560 | 1,143,925 | ||||||||
| H. Andrew Walls, III | 3,532,432 | 27,139 | 193,030 | 1,143,925 |
Proposal 2 - Approval of an amendment to the Corporation’s charter to reduce the votes required to approve certain shareholder actions
:
| For | Against | Abstain | Broker Non-Votes | |||
| 3,441,697 | 202,059 | 108,887 | 1,143,925 |
Proposal 3 – Approval, by non-binding advisory vote, of the compensation paid to the Corporation’s named executive officers for 2025:
| For | Against | Abstain | Broker Non-Votes | |||
| 3,441,697 | 202,059 | 108,887 | 1,143,925 |
Proposal 4 – Recommendation, by non-binding advisory vote, of the frequency of future Say-on-Pay Votes:
| Every 1 year | Every 2 Years | Every 3 Years | Abstain | Broker Non-Votes | ||||||
| 4,856,599 | 29,561 | 10,408 | 0 | 0 |
Proposal 5 – Ratification of the appointment of Crowe LLP as the Corporation’s independent registered public accounting firm for the fiscal year ending December 31, 2026:
| For | Against | Abstain | Broker Non-Votes | |||
| 4,856,599 | 29,561 | 10,408 | 0 |
(d) Frequency of Future Say-on-Pay Votes.
On May 27, 2026, after considering the voting results with respect to Proposal 4 discussed above, the Board of Directors decided that future Say-on-Pay Votes will continue to be held every year until such time that the frequency vote is next presented to shareholders or until the Board determines otherwise.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
The exhibits filed or furnished with this report are listed in the following Exhibit Index:
| Exhibit No. | Description | |
|
104 |
Cover page interactive data file (embedded within the iXBRL 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 UNITED CORPORATION | |||
| Dated: May 28, 2026 | By: | /s/ | Tonya K. Sturm |
| Tonya K. Sturm | |||
| Executive Vice President & CFO | |||