Prosperity bancshares, inc. (NYSE:PB) Files An 8-K Submission of Matters to a Vote of Security Holders

30

Prosperity bancshares, inc. (NYSE:PB) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07Submission of Matters to a Vote of Security Holders

On April 18, 2017, Prosperity Bancshares, Inc. (the “Company”)
held its Annual Meeting of Shareholders to consider and act upon
the items listed below:

1.

William T. Luedke IV, Perry Mueller, Jr., D.D.S. and
Harrison Stafford II were elected as Class I directors to
serve on the Board of Directors of the Company until the
Companys 2020 Annual Meeting of Shareholders and until
their successors are duly elected and qualified, or until
their earlier resignation or removal. The table below
contains a summary of the number of votes for, votes
withheld and broker non-votes for each nominated
director:

Votes For

Votes Withheld

Broker Non-Votes

William T. Luedke IV

39,947,978

11,635,510

8,455,306

Perry Mueller, Jr., D.D.S.

44,495,765

7,087,723

8,455,306

Harrison Stafford II

47,563,877

4,019,612

8,455,306

The following Class II and Class III directors continued in
office after the Annual Meeting: James A. Bouligny, W.R. Collier,
Leah Henderson, Ned S. Holmes, Jack Lord, Robert Steelhammer,
H.E. Timanus, Jr. and David Zalman.

2.

The shareholders ratified the appointment of Deloitte
Touche LLP as the Companys independent registered public
accounting firm for the year ending December 31, 2017 by
the votes set forth in the table below:

Votes For

Votes Against

Abstentions

Broker Non-Votes

59,273,267

723,755

41,773

3.

The shareholders adopted, on a non-binding, advisory
basis, a proposal approving the compensation of the
Company’s named executive officers by the votes set
forth in the table below:

Votes For

Votes Against

Abstentions

Broker Non-Votes

49,589,929

1,291,141

702,418

8,455,306

4.

The shareholders selected, on a non-binding, advisory
basis, an annual frequency for the shareholder vote on
the compensation ofthe Company’s named executive
officers by the votes set forth in the table below:

1 Year

2 Years

3 Years

Abstentions

Broker Non-Votes

24,389,932

71,800

8,537,975

608,910

23,416,821

After considering the results of the shareholder advisory vote,
the Companys Board of Directors has determined that the Company
will hold an annual advisory vote on the compensation of the
Company’s named executive officers.


About Prosperity bancshares, inc. (NYSE:PB)

Prosperity Bancshares, Inc. is a financial holding company. The Company operates through its bank subsidiary, Prosperity Bank (the Bank). The Bank provides a range of financial products and services to small and medium-sized businesses and consumers. The Company’s additional products and services include trust services, brokerage, mortgage lending, credit card and independent sales organization (ISO) sponsorship operations. The Company also has a trust department, which provides trust services in the Company’s various market areas. The Bank offers a range of loan products, including term loans, lines of credit and loans for working capital, business expansion and the purchase of equipment and machinery; land development and interim construction loans for builders, and owner-occupied and non-owner occupied commercial real estate loans. The Bank also offers other loans, such as commercial and industrial loans, one- to four-family residential loans, agriculture loans and consumer loans.

Prosperity bancshares, inc. (NYSE:PB) Recent Trading Information

Prosperity bancshares, inc. (NYSE:PB) closed its last trading session down -0.03 at 67.90 with 472,303 shares trading hands.