HERITAGE COMMERCE CORP (NASDAQ:HTBK) 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.
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 74,791 shares trading hands.