8-K
NICOLET BANKSHARES INC (NIC)
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 10, 2021
NICOLET BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
| Wisconsin | 001-37700 | 47-0871001 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
111 North Washington Street
Green Bay, Wisconsin 54301
(Address of principal executive offices)
(920) 430-1400
(Registrant’s telephone number, including area code)
Not Applicable
(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, par value $0.01 per share | NCBS | The NASDAQ Stock Market LLC |
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 5.07 | Submission of Matters to a Vote of Security Holders. |
|---|
At the annual meeting of the shareholders of Nicolet Bankshares, Inc., held on May 10, 2021 (the “Annual Meeting”), Nicolet’s shareholders approved the following proposals by the votes set forth below.
| Proposal 1: | Election of Directors. | |||||
|---|---|---|---|---|---|---|
| Name | For | Withheld | Broker Non-Votes | |||
| --- | --- | --- | --- | |||
| Robert B. Atwell | 6,235,424 | 166,563 | 1,133,867 | |||
| Rachel Campos-Duffy | 6,206,176 | 195,811 | 1,133,867 | |||
| Michael E. Daniels | 6,226,939 | 175,048 | 1,133,867 | |||
| John N. Dykema | 6,042,873 | 359,114 | 1,133,867 | |||
| Terrence R. Fulwiler | 6,219,630 | 182,357 | 1,133,867 | |||
| Christopher J. Ghidorzi | 6,109,626 | 292,361 | 1,133,867 | |||
| Andrew F. Hetzel, Jr. | 6,239,386 | 162,601 | 1,133,867 | |||
| Ann K. Lawson | 6,178,079 | 223,908 | 1,133,867 | |||
| Donald J. Long, Jr. | 6,132,933 | 269,054 | 1,133,867 | |||
| Dustin J. McClone | 6,236,698 | 165,289 | 1,133,867 | |||
| Susan L. Merkatoris | 6,153,560 | 248,427 | 1,133,867 | |||
| Oliver Pierce Smith | 6,238,911 | 163,076 | 1,133,867 | |||
| Robert J. Weyers | 6,167,088 | 234,899 | 1,133,867 | |||
| Proposal 2: | Ratification of the selection of Wipfli LLP as Nicolet’s independent registered public accounting firm for the year ending December 31, 2021. | |||||
| --- | --- | For | Against | Abstain | Broker Non-Votes | |
| --- | --- | --- | --- | |||
| 7,424,587 | 100,743 | 11,658 | N/A | Proposal 3: | Advisory approval of Nicolet’s named executive officer compensation. | |
| --- | --- | For | Against | Abstain | Broker Non-Votes | |
| --- | --- | --- | --- | |||
| 5,692,940 | 611,941 | 98,240 | 1,133,867 | |||
| Item 9.01 | Financial Statements and Exhibits. | |||||
| --- | --- | Exhibit No. | Description of Exhibit | |||
| --- | --- | |||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are 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.
| Date: | May 12, 2021 | NICOLET BANKSHARES, INC. | |
|---|---|---|---|
| By: | /s/ Ann K. Lawson | ||
| Ann K. Lawson | |||
| Chief Financial Officer |