Hawthorn Bancshares, Inc. (NASDAQ:HWBK) Files An 8-K Submission of Matters to a Vote of Security Holders

Hawthorn Bancshares, Inc. (NASDAQ:HWBK) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.

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Hawthorn Bancshares, Inc. held its annual meeting of shareholders on Tuesday, June 2, 2020, at which meeting our shareholders voted upon the following matters: *The election of three Class I directors to hold office for a term expiring at our 2023 annual meeting of shareholders and until their respective successors are duly elected and qualified or until their respective earlier resignation or removal; *The ratification and approval of the selection of KPMG, LLP as our independent registered public accounting firm for the year ending December 31, 2020. *The non-binding advisory vote on executive compensation; and *The non-binding advisory vote on whether future advisory votes on named executive officer compensation should occur every 1 year, every 2 years or every 3 years. Election of Directors At the annual meeting, Philip D. Freeman, Kathleen L. Bruegenhemke and Jonathan D. Holtaway were elected as Class I directors. The following is a summary of the votes cast at the annual meeting with respect to the election of directors: Philip D. Freeman For – 3,065,904 Against – 532,051 Abstain – 133,124 There were 1,157,923 broker non-votes with respect to this matter. Kathleen L. Bruegenhemke For – 3,323,925 Against – 273,882 Abstain – 133,272 There were 1,157,923 broker non-votes with respect to this matter. Jonathan D. Holtaway For – 3,352,872 Against – 218,874 Abstain – 159,332 There were 1,157,923 broker non-votes with respect to this matter. In addition to the three Class I directors elected at the Annual Meeting, the persons continuing in their term of office as members of our board of directors are: Class II Directors (terms to expire in 2021) Frank E. Burkhead Gus S. Wetzel, III Class III Directors (terms to expire in 2022) Kevin L. Riley David T. Turner Ratification and Approval of Independent Registered Public Accounting Firm At the annual meeting, the selection of KPMG, LLP as our independent registered public accounting firm for the year ending December 31, 2020 was ratified and approved. The following is a summary of the votes cast at the annual meeting with respect to this matter: For – 4,677,232 Against – 64,749 Abstain – 147,021 There were no broker non-votes with respect to this matter. Advisory Approval of the Compensation of our Executives At the annual meeting, the compensation of our executives disclosed in the proxy statement prepared with respect to the annual meeting was approved. The following is a summary of the votes cast at the annual meeting with respect to this matter: For – 3,217,047 Against – 303,950 Abstain – 210,082 There were 1,157,923 broker non-votes with respect to this matter. At the annual meeting, non-binding advisory vote was held on whether future advisory votes on named executive officer compensation should occur every 1 year, every 2 years or every 3 years. The following is a summary of the votes cast at the annual meeting with respect to this matter. 1 Year – 1,756,407 2 Years – 55,380 3 Years – 1,726,158 Abstain – 193,133 There were 1,157,923 broker non-votes with respect to this matter. Additional information regarding the matters voted on at the annual meeting is contained in our proxy statement dated April 22, 2020.

Item 9.01 Financial Statements and Exhibits.

The full text of the press release is furnished as an exhibit to this report on Form 8-K.

Exhibit Index
 
 
HAWTHORN BANCSHARES, INC. Exhibit
EX-99 2 ex99-06042020_020631.htm Secconnect.com Exhibit 99.1 Hawthorn Bancshares Announces Results of 2020 Annual Meeting Jefferson City,…
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About Hawthorn Bancshares, Inc. (NASDAQ:HWBK)

Hawthorn Bancshares, Inc. is a bank holding company. Its activities are limited to ownership, indirectly through its subsidiary, Union State Bancshares, Inc. (Union), of the outstanding capital stock of Hawthorn Bank. Hawthorn Bank is a full service bank conducting a general banking and trust business, offering its customers checking and savings accounts, Internet banking, debit cards, certificates of deposit, trust services, brokerage services, safety deposit boxes and a range of lending services. Its loans portfolio includes commercial and industrial loans, single payment personal loans, installment loans and commercial and residential real estate loans. Its investment portfolio includes the government-sponsored enterprises, asset-backed securities, and obligations of states and political subdivisions. Its liquid assets consist of available-for-sale investment securities, federal funds sold, and excess reserves held at the Federal Reserve Bank. It has over 24 banking offices.

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