8-K

RED RIVER BANCSHARES INC (RRBI)

8-K 2023-05-08 For: 2023-05-04
View Original
Added on April 08, 2026

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

May 4, 2023

Date of Report (Date of earliest event reported)

Red River Bancshares, Inc.

(Exact Name of Registrant as Specified in Charter)

Louisiana 001-38888 72-1412058
(State or Other Jurisdiction<br><br>of Incorporation) (Commission<br><br>File Number) (IRS Employer<br><br>Identification No.)
1412 Centre Court Drive, Suite 501, Alexandria, Louisiana 71301
(Address of Principal Executive Offices) (Zip Code)

(318) 561-4000

Registrant’s telephone number, including area code

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 <br>Symbol(s) Name of each exchange<br>on which registered
Common Stock, no par value RRBI 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.

The Annual Meeting of Red River Bancshares, Inc. (the “Company”) was held on May 4, 2023. The Annual Meeting was exclusively held virtually pursuant to the Company’s Bylaws.

At the close of business on March 3, 2023, the record date for the Annual Meeting, the Company had 7,180,451 shares of common stock outstanding and entitled to vote. Of that number, 5,896,828 shares were represented virtually or by proxy at the Annual Meeting. The Company’s shareholders voted on the following two proposals at the Annual Meeting, casting their votes as described below.

Proposal 1: Election of Directors.

The shareholders of the Company elected the individuals listed below to serve as directors of the Company until the Company’s 2024 annual meeting of shareholders by the votes set forth in the table below:

Nominee Votes For Votes Withheld Broker Non-Votes
M. Scott Ashbrook 4,779,273 95,254 1,022,301
R. Blake Chatelain 4,779,621 94,906 1,022,301
Kirk D. Cooper 4,434,306 440,221 1,022,301
Michael D. Crowell 4,757,102 117,425 1,022,301
Anna Brasher Moreau, DDS, MS 4,780,656 93,871 1,022,301
Robert A. Nichols 4,778,768 95,759 1,022,301
Willie P. Obey 4,681,237 193,290 1,022,301
Teddy R. Price 4,594,686 279,841 1,022,301
Don L. Thompson 4,696,841 177,686 1,022,301
H. Lindsey Torbett 4,674,670 199,857 1,022,301

Proposal 2: Ratification of External Auditor.

The shareholders of the Company ratified the appointment of Postlethwaite & Netterville, APAC as the Company’s independent registered public accounting firm for the year ending December 31, 2023, by the votes set forth in the table below:

Votes For Votes Against Abstentions
5,891,851 3,817 1,160

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.

Dated: May 8, 2023

RED RIVER BANCSHARES, INC.
By: /s/ Julia E. Callis
Julia E. Callis
Senior Vice President, General Counsel, and <br>Corporate Secretary