8-K

USCB FINANCIAL HOLDINGS, INC. (USCB)

8-K 2024-05-29 For: 2024-05-28
View Original
Added on April 06, 2026
UNITED STATES<br><br> <br>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 28, 2024
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USCB Financial Holdings, Inc.
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(Exact name of registrant as specified in its charter)
Florida 001-41196 87-4070846
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
2301 N.W. 87^th^ Avenue, Doral, Florida 33172
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(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (305) 715-5200
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Not Applicable
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(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 (see General Instruction A.2 below):
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><br> <br>Symbol(s) Name of each exchange on which registered
Common Stock USCB 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
(a) An Annual Meeting of Shareholders (the “Annual Meeting”) of USCB Financial Holdings Inc. (the “Company”) was held on May 28, 2024.
(b) There were 19,650,463 shares of Class A common stock, par value $1.00 per share, of the Company issued and outstanding and eligible to be voted at the Annual Meeting and 18,872,382 shares were represented in person or by proxy at the Annual Meeting, which constituted a quorum to conduct business at the meeting.
The items voted upon at the Annual Meeting and the votes for each proposal were as follows:
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1. Election of directors for a one-year term ending in 2025 and until their successors are elected and qualified:
For Withheld Broker<br><br> <br>Non-votes
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Ramon Abadin 15,370,821 1,667,937 1,833,624
Luis de la Aguilera 16,850,937 187,821 1,833,624
Maria C. Alonso 16,306,429 732,329 1,833,624
Howard P. Feinglass 16,681,118 357,640 1,833,624
Bernardo Fernandez, M.D. 16,476,095 562,663 1,833,624
Robert E. Kafafian 16,476,096 562,662 1,833,624
Aida Levitan. Ph.D. 16,287,171 751,587 1,833,624
Ramon A. Rodriguez 16,473,926 564,832 1,833,624
W. Kirk Wycoff 16,662,381 376,377 1,833,624
2. To ratify the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.
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For Against Abstain Broker Non-Votes
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18,685,366 2,838 184,178 0
(c) Not applicable.
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(d) Not applicable.

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Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits
Exhibit No. Description
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104 Cover Page Interactive Data (embedded within the Inline XBRL document)

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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.

USCB FINANCIAL HOLDINGS, INC.
By: /s/ Robert Anderson
Name: Robert Anderson
Title: Chief Financial Officer
Date: May **** 28, 2024

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