EAST WEST BANCORP, INC. (NASDAQ:EWBC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02
Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
held its 2017 Annual Meeting of Stockholders (the Annual
Meeting). At the Annual Meeting, the stockholders of the Company
approved the adoption of the 2017 Performance-Based Bonus Plan,
as amended (the Amended Bonus Plan). The Amended Bonus Plan had
previously been approved by the Compensation Committee of the
Companys Board of Directors on March 2, 2017, subject to
stockholder approval. Upon approval by the Companys stockholders,
the Amended Bonus Plan became effective and replaced the Companys
2012 Performance-Based Bonus Plan. The Companys Amended Bonus
Plan, includes the following material changes:
To add additional permissible metrics for the establishment
of performance goals; |
To make certain conforming changes consistent with Internal
Revenue Code requirements; and |
To align the definitions in the Amended Bonus Plan with
those used in the Companys 2016 Stock Incentive Plan approved by stockholders last year. |
Companys 2017 Proxy Statement filed with the U.S. Securities and
Exchange Commission on April 19, 2017, which description is
incorporated herein by reference. A copy of the Amended Bonus
Plan was included as Exhibit A to the Companys 2017 Proxy
Statement and is incorporated by reference as Exhibit 10.1 to
this Form 8-K.
Item 5.07
|
Submission of Matters to a Vote of Security Holders.
|
the Companys stockholders at the Annual Meeting. The proposals
below are described in detail in the Companys 2017 Proxy
Statement. At the Annual Meeting, the Companys stockholders (1)
elected all nine of the directors nominated by the Board of
Directors; (2) approved the advisory vote on executive
compensation; (3) approved on an advisory basis to have future
votes on named executives compensation on an annual basis; (4)
approved the Companys 2017 Performance-Based Bonus Plan, as
amended; and (5) ratified the appointment of KPMG LLP as the
Companys independent registered public accounting firm for 2017.
1.
|
Stockholders elected the nine director nominees named in
the 2017 Proxy Statement. All director nominees received at least 95% of the votes cast. |
Votes Cast For
|
Withheld
|
Votes Abstained
|
Broker Non-Votes
|
|||||
Molly Campbell
|
121,719,840
|
87,944
|
N/A
|
13,073,966
|
||||
Iris S. Chan
|
121,716,601
|
91,183
|
N/A
|
13,073,966
|
||||
Rudolph I. Estrada
|
121,306,781
|
501,003
|
N/A
|
13,073,966
|
||||
Paul H. Irving
|
121,620,416
|
187,368
|
N/A
|
13,073,966
|
||||
Herman Y. Li
|
120,462,102
|
1,345,682
|
N/A
|
13,073,966
|
||||
Jack C. Liu
|
120,183,059
|
1,624,725
|
N/A
|
13,073,966
|
||||
Dominic Ng
|
119,996,895
|
1,810,889
|
N/A
|
13,073,966
|
||||
Keith W. Renken
|
120,224,883
|
1,582,901
|
N/A
|
13,073,966
|
||||
Lester M. Sussman
|
121,709,819
|
97,965
|
N/A
|
13,073,966
|
2.
|
In a non-binding advisory vote regarding executive
compensation as disclosed in the 2017 Proxy Statement, the votes were as follows: |
Votes Cast For
|
Votes Against
|
Votes Abstained
|
Broker Non-Votes
|
|||
120,424,966
|
1,121,248
|
261,570
|
13,073,966
|
3.
|
In a non-binding advisory vote regarding the frequency of
stockholder say-on-pay as disclosed in the 2017 Proxy Statement, the votes were as follows: |
One Year
|
Two Years
|
Three Years
|
Votes Abstained
|
Broker Non-Votes
|
||||
107,271,623
|
188,745
|
14,089,653
|
257,763
|
13,073,966
|
annual advisory vote on executive compensation (say-on-pay),
the Companys Board of Directors affirmed its recommendation and
elected at this time to hold future say-on-pay votes on an
annual basis, until the next shareholder vote on the frequency
of future say-on-pay votes.
4.
|
Stockholders approved the Companys Amended Bonus Plan, as
disclosed in the 2017 Proxy Statement. The votes were as follows: |
Votes Cast For
|
Votes Against
|
Votes Abstained
|
Broker Non-Votes
|
|||
120,407,894
|
1,222,052
|
177,838
|
13,073,966
|
5.
|
Stockholders ratified the appointment of KPMG LLP as the
Companys independent register public accounting firm for its fiscal year ending December 31, 2017: |
Votes Cast For
|
Votes Against
|
Votes Abstained
|
Broker Non-Votes
|
|||
134,307,038
|
511,559
|
63,153
|
Item 9.01
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Financial Statements and Exhibits.
|
(d)
|
Exhibit
|
10.1
|
East West Bancorp Inc.s 2017 Performance-Based Bonus
Plan, as amended. Incorporated by reference to Exhibit A to the Companys Definitive Proxy Statement filed with the Securities and Exchange Commission on April 19, 2017. |
About EAST WEST BANCORP, INC. (NASDAQ:EWBC)
East West Bancorp, Inc. (East West) is a bank holding company. The Company’s principal business is to serve as a holding company for East West Bank (the Bank) and other banking or banking-related subsidiaries. The Bank operates through three segments: Retail Banking, Commercial Banking and Other. The Retail Banking segment focuses primarily on retail operations through the Bank’s branch network. The Commercial Banking segment primarily generates commercial and industrial loans (C&I) and commercial real estate (CRE) loans through the domestic commercial lending offices located in California, New York, Texas, Washington, Massachusetts, Nevada and Georgia, and through the foreign commercial lending offices located in China and Hong Kong. Furthermore, the Commercial Banking segment also offers international finance and trade services and products. The remaining centralized functions, including the treasury operations of the Company are included in the Other segment. EAST WEST BANCORP, INC. (NASDAQ:EWBC) Recent Trading Information
EAST WEST BANCORP, INC. (NASDAQ:EWBC) closed its last trading session up +0.13 at 55.46 with 796,286 shares trading hands.