HERITAGE COMMERCE CORP (NASDAQ:HTBK) Files An 8-K Submission of Matters to a Vote of Security Holders
ME Staff 8-k
HERITAGE COMMERCE CORP (NASDAQ:HTBK) Files An 8-K Submission of Matters to a Vote of Security HoldersITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On May25, 2017, Heritage Commerce Corp (the Company), held its Annual Meeting of Shareholders (the Shareholders Meeting). There were 37,995,085 shares of common stock entitled to vote at the meeting and a total of 34,550,884 shares (90.94%) were represented at the meeting. At the Shareholders Meeting, the shareholders voted on the following proposals as described in detail in the Companys Proxy Statement filed with the Securities and Exchange Commission on April19, 2017. The proposals voted on and approved by the shareholders at the Shareholders Meeting were as follows:
Proposal 1: Election of Directors
The election of nine directors, named in the Proxy Statement, to serve as members of the Companys Board of Directors until the next annual meeting of shareholders. The results are set forth below:
Name
For
Withheld
BrokerNon-Votes
Julianne M. Biagini-Komas
26,143,380
2,834,706
5,572,798
Frank G. Bisceglia
28,643,291
334,795
5,572,798
Jack W. Conner
28,613,870
364,216
5,572,798
J. Philip DiNapoli
28,838,519
139,567
5,572,798
Steven L. Hallgrimson
28,833,019
145,067
5,572,798
Walter T. Kaczmarek
28,758,921
219,165
5,572,798
Robert T. Moles
28,637,980
340,106
5,572,798
Laura Roden
28,113,519
864,567
5,572,798
Ranson W. Webster
28,430,689
547,397
5,572,798
Proposal 2: Approval of Amendment to Heritage Commerce Corp 2013 Equity Incentive Plan
The approval of an amendment to the Heritage Commerce Corp 2013 Equity Incentive Plan to increase the number of shares available from 1,750,000 to 3,000,000. The results are set forth below:
For
Against
Abstentions
BrokerNon-Votes
21,517,103
7,261,790
199,193
5,572,798
Proposal 3: Ratification of Independent Registered Public Accounting Firm
The ratification of the selection of Crowe Horwath LLP as the Companys independent registered public accounting firm for the fiscal year ending December31, 2017. The results are set forth below:
For
Against
Abstentions
BrokerNon-Votes
34,193,337
292,333
65,214
ITEM 8.01OTHER EVENTS.
Walter T. Kaczmarek, President and Chief Executive Officer of Heritage Commerce Corp, made a presentation to shareholders at the Annual Meeting of Shareholders on May25, 2017.A copy of the information in the shareholder presentation is included as Exhibit99.1. This Form8-K and the information included as exhibits shall not be deemed to be filed for purposes of Section18 of the Securities Exchange Act of 1934, as amended (Exchange Act), nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended (Securities Act), or the Exchange Act, except as expressly set forth by specific reference in such a filing. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Company that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Registrant or any of its affiliates. The information in the materials is presented as of March31, 2017, and the Company does not assume any obligations to update such information in the future.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(D)Exhibits.
99.1 Slide presentation to shareholders presented on May25, 2017, by the registrants President and Chief Executive Officer.
About HERITAGE COMMERCE CORP (NASDAQ:HTBK) Heritage Commerce Corp is a bank holding company. The Company, through its subsidiary Heritage Bank of Commerce (the Bank), provides a range of banking services. The Bank is a California state-chartered multi-community independent bank that offers a range of commercial banking services to small and medium-sized businesses and their owners, managers and employees. The Company offers a multitude of other products and services to complement its lending and deposit services. These include cashier’s checks, traveler’s checks, bank-by-mail, automated teller machines (ATMs), night depositories, safe deposit boxes, direct deposit, automated payroll services, electronic funds transfers, online banking, online bill pay, homeowner association services and other customary banking services. In addition to the traditional financial services offered, the Bank offers remote deposit capture, automated clearing house origination, electronic data interchange and check imaging. HERITAGE COMMERCE CORP (NASDAQ:HTBK) Recent Trading Information HERITAGE COMMERCE CORP (NASDAQ:HTBK) closed its last trading session down -0.10 at 13.41 with 76,608 shares trading hands.