Colony Bankcorp : Submission of Matters to a Vote of Security Holders - Form 8-K
May 23, 2023 at 05:39 am EDT
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cban-20230522
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): May 22, 2023
COLONY BANKCORP, INC.
(Exact Name of Registrant as Specified in its Charter)
Georgia
000-12436
58-1492391
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)
115 South Grant Street, Fitzgerald, Georgia31750
(Address of Principal Executive Offices) (Zip Code)
(229) 426-6000
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each Class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value $1.00 per share
CBAN
The NASDAQ Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07
Submission of Matters to a Vote of Security Holders.
On May 18, 2023, Colony Bankcorp, Inc. (the "Company") held its 2023 annual meeting of shareholders (the "Annual Meeting"). As of March 24, 2023, the record date for the Annual Meeting, 17,593,879 shares of the Company's common stock were outstanding and entitled to vote at the Annual Meeting. A total of 14,688,038 shares, or 83.48% of Colony's common stock, constituting a quorum, were represented in person or by proxy at the Annual Meeting.
The Company's shareholders voted on three proposals at the Annual Meeting. The final results of the votes, including the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, relating to each matter are as follows:
Proposal 1. The election of eleven directors to constitute the Company's Board of Directors to serve until the 2024 annual meeting of shareholders and until their successors are elected and qualified:
Votes
For
Votes
Withheld
Broker
Non-Vote
Scott L. Downing
12,218,382
141,676
2,327,980
T. Heath Fountain
12,161,860
198,198
2,327,980
Audrey D. Hollingsworth
12,262,779
97,279
2,327,980
Edward P. Loomis, Jr.
9,550,749
2,809,309
2,327,980
Mark H. Massee
12,212,659
147,399
2,327,980
Meagan M. Mowry
11,125,271
1,234,787
2,327,980
Matthew D. Reed
11,118,677
1,241,381
2,327,980
Jonathan W.R. Ross
12,215,272
144,786
2,327,980
Brian D. Schmitt
12,117,352
242,706
2,327,980
Harold W. Wyatt, III
11,114,568
1,245,490
2,327,980
Proposal 2. The approval of an advisory "say on pay" resolution supporting the compensation plan for the Company's named executive officers:
For
Against
Abstain
Broker Non-Vote
11,596,148
495,516
268,133
2,327,980
Proposal 3. The ratification of the appointment of Mauldin & Jenkins, LLC as the Company's independent registered public accounting firm for the year ended December 31, 2023:
For
Against
Abstain
Broker Non-Vote
14,654,977
9,222
23,839
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
COLONY BANKCORP, INC.
Date: May 22, 2022
By:
/s/ T. Heath Fountain
T. Heath Fountain
Chief Executive Officer and Acting Chief Financial Officer
Colony Bankcorp Inc. published this content on 22 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 May 2023 09:38:18 UTC.
Colony Bankcorp, Inc. is a financial service and a bank holding company. The Companyâs business is conducted through its bank subsidiary, Colony Bank (the Bank), a Georgia state-chartered commercial bank. The Bank provides a range of banking services to its retail and commercial customers. The Company operates through three segments: Banking Division, Retail Mortgage Division and Small Business Specialty Lending Division. The Banking Division delivers full service financial services, including commercial loans, consumer loans and deposit accounts. The Retail Mortgage Division offers services for one-to-four family residential mortgage loans. The Small Business Specialty Lending Division offers small business administration and United States Department of Agriculture (USDA) government guaranteed loans. Its product line includes loans to small and medium-sized businesses, residential and commercial construction and land development loans, commercial real estate loans and others.