RIVERVIEW BANCORP, INC. (NASDAQ:RVSB) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k
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RIVERVIEW BANCORP, INC. (NASDAQ:RVSB) 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

(a)

The Annual Meeting of the Riverview Bancorp, Inc. (the "Company") was held on July 26, 2017 ("Annual Meeting").

(b)

There were a total of 22,527,401 shares of the Company's common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 15,483,652 shares of common stock were represented in person or by proxy, therefore a quorum was present. The following proposal was submitted by the Board of Directors to a vote of stockholders:

Proposal 1. Election of Directors. The following individuals were elected as directors:

FOR

WITHHELD

BROKER

NON-VOTES

No. of

votes

Percentage

of

shares

present

No. of

Votes

Percentage

of

shares

present

No. of

votes

Patrick Sheaffer

13,824,540

89.28

1,659,112

10.72

—

Bess R. Wills

13,864,600

89.54

1,619,052

10.46

—

Bradley J. Carlson

13,903,760

89.80

1,579,892

10.20

—

John A. Karas

14,277,631

92.21

1,206,021

7.79

—

Based on the votes set forth above, Messrs. Karas was duly elected to serve as a director of the Company for a one-year term expiring at the annual meeting of stockholders in 2018 and until his respective successor has been duly elected and qualified. Based on the votes set forth above, Ms. Wills and Messrs. Sheaffer and Carlson were duly elected to serve as directors of the Company for a three-year term expiring at the annual meeting of stockholders in 2020 and until their respective successors have been duly elected and qualified.

The terms of Directors Jerry C. Olson, Gary R. Douglass, Ronald A. Wysaske, Gerald L. Nies and David Nierenberg continued.

(c)None.

Proposal 2. An advisory (non-binding) vote to approve our executive compensation. This proposal received the following votes:

For

Percentage

of

shares

present

Against

Percentage

of

shares

present

Abstain

Percentage

of

shares

present

Broker Non-

Vote

13,534,377

87.41

1,282,180

8.28

667,095

4.31

—

Based on the votes set forth above, the compensation of the Company's named executive officers was approved by stockholders.

Proposal 3. An advisory (non-binding) vote on how often stockholders shall vote on executive compensation. This proposal received the following votes:

1 Year

Percentage

of

shares

present

2 Years

Percentage

of

shares

present

3 Years

Percentage

of

shares

present

Abstain

Percentage

of

shares

present

13,144,790

84.89

285,541

1.84

1,674,515

10.82

378,806

2.45

Based on the votes set forth above, the vote on how often stockholders shall vote on compensation of the Company's named executive officers was approved by stockholders to be 1 year.

Proposal 4. Adoption of the Riverview Bancorp, Inc. 2017 Equity Incentive Plan. This proposal received the following votes:

For

Percentage

of

shares

present

Against

Percentage

of

shares

present

Abstain

Percentage

of

shares

present

Broker Non-

Vote

11,895,588

76.83

3,004,355

19.40

583,709

3.77

—

Based on the votes set forth above, the Riverview Bancorp, Inc. 2017 Equity Incentive Plan was approved by stockholders.

(d)

In light of the voting results on Proposal 3 indicated above, the Company's Board of Directors decided that the Company will hold an annual advisory vote on the compensation of named executive officers. The Company will continue to hold annual advisory votes until the Company's Board of Directors decides to hold the next shareholder advisory vote on the frequency of advisory votes, which must occur at least once every six years.


About RIVERVIEW BANCORP, INC. (NASDAQ:RVSB)

Riverview Bancorp, Inc. (Riverview) is a savings and loan holding company of Riverview Community Bank (the Bank). The Company operates through two segments, which include banking operations performed by the Bank and trust and investment services performed by Riverview Asset Management Corp. (RAMCorp). The Company is engaged in the business of attracting deposits from the general public and using such funds in its primary market area to originate commercial business, commercial real estate, multi-family real estate, land, real estate construction, residential real estate and other consumer loans. Additionally, RAMCorp offers trust and investment services. Riverview Mortgage, a mortgage broker division of the Bank, originates mortgage loans for various mortgage companies in the Vancouver/Portland metropolitan areas, as well as for the Bank. The Bank’s Business and Professional Banking Division offers commercial and business banking services. It operates from over 20 branch offices.