SIERRA BANCORP (NASDAQ:BSRR) Files An 8-K Submission of Matters to a Vote of Security Holders

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SIERRA BANCORP (NASDAQ:BSRR) 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

The Companys annual meeting of shareholders was held on May24,
2017, at which time shareholders voted in favor of item 1,
election of directors, item 2, approval of stock incentive plan,
item 3, ratification of appointment of independent accountants,
and item 4, advisory vote on executive compensation. For item 5,
the advisory vote on the frequency of holding an advisory vote on
executive compensation, given the option of every one, two, or
three years, shareholders voted in favor of every year. Proxies
were solicited by the Companys management to Regulation 14 under
the Securities Exchange Act of 1934.

A total of 12,431,737 shares were represented and voting at the
meeting, constituting 90% of the 13,828,929 issued and
outstanding shares entitled to vote at the meeting. There was no
solicitation in opposition to Managements nominees for
directorship as listed in the proxy statement, and all of such
nominees were elected to the vote of shareholders. The vote on
the election of the five nominees to serve as Class II directors
for two-year terms was as follows:

For Withheld
Albert L. Berra 8,684,943 2,108,974
Vonn R. Christenson 9,250,495 1,543,422
Laurence S. Dutto 9,245,987 1,547,930
Kevin J. McPhaill 9,176,084 1,617,833
Gordon T. Woods 9,160,819 1,633,098

There were 1,637,820 broker non-votes received with respect to
this item.

The terms of the following directors continued after the
shareholders meeting: Robb Evans, Robert L. Fields, James C.
Holly, Lynda B. Scearcy, and Morris A. Tharp.

The Companys 2017 Stock Incentive Plan was approved, with the
number of shares cast as follows:

For: 7,457,413
Against: 3,288,785
Abstain: 47,719

The number voting for constituted 69% of the total number of
shares represented and voting at the meeting with respect to
proposal 2. There were 1,637,820 broker non-votes received with
respect to this item.

The appointment of Vavrinek, Trine, Day Co., LLP as the Companys
independent registered public accounting firm for 2017 was
ratified, with the number of shares cast as follows:

For: 11,573,845
Against: 75,222
Abstain: 782,670

The number voting for constituted 93% of the total number of
shares represented and voting at the meeting with respect to
proposal 3. There were no broker non-votes with respect to this
item.

The advisory vote on executive compensation was approved, with
the number of shares cast as follows:

For: 9,152,952
Against: 831,033
Abstain: 809,932

The number voting for constituted 85% of the total number of
shares represented and voting at the meeting with respect to
proposal 4. There were 1,637,820 broker non-votes received with
respect to this item.

The number of shares cast for each of the following alternatives
with respect to the frequency of holding an advisory vote on
executive compensation was as follows:

1 Year: 6,542,716
2 Years: 17,681
3 Years: 1,544,106
Abstain: 434,169

The number voting in favor of every one year constituted 77% of
the total number of shares represented and voting at the meeting
with respect to proposal 5. There were 3,753,012 broker non-votes
received with respect to this item.


About SIERRA BANCORP (NASDAQ:BSRR)

Sierra Bancorp is a bank holding company for Bank of the Sierra (the Bank). The Bank is a state-chartered bank, which offers a range of retail and commercial banking services. The Bank’s products and services are related to the business of lending money and accepting deposits. The Bank operates approximately 30 branch offices, an online branch, a real estate industries group, an agricultural credit division, a Small Business Administration (SBA) lending unit and a loan production office. Its Internet branch provides the ability to open deposit accounts online; an online banking option with bill-pay and mobile banking capabilities, including mobile check deposit; a customer service center that is accessible by toll-free telephone during business hours, and an automated telephone banking system. It offers a range of other banking products and services, including remote deposit capture and automated payroll services for business customers.

SIERRA BANCORP (NASDAQ:BSRR) Recent Trading Information

SIERRA BANCORP (NASDAQ:BSRR) closed its last trading session down -0.14 at 25.12 with 16,241 shares trading hands.