Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers.

On June 9, 2022, at the 2022 Annual Meeting of Shareholders (the "Annual Meeting") of FinWise Bancorp ("FinWise" or the "Company"), the Company's shareholders approved the change in name of the All West Bancorporation 2019 Stock Option Plan (the "2019 Plan") to "FinWise Bancorp 2019 Stock Option Plan" and the increase in the number of shares of our common stock available for awards under the 2019 Plan by 500,000 shares to 1,280,000 shares. The change and increase were embodied (subject to shareholder approval) in an amendment of the 2019 Plan that was approved by FinWise's Board of Directors on April 19, 2022. Our named executive officers may participate in the 2019 Plan. For a description of the principal features of the 2019 Plan, please see Proposal No. 2 in our proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29, 2022 (the "Proxy Statement"), which description is incorporated herein by reference. Such description is qualified in its entirety by reference to the full text of the 2019 Plan, as amended, which is filed as Exhibit 10.1 hereto and incorporated into this Item 5.02 by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, shareholders of record as of April 11, 2022, the Record Date for the Annual Meeting, were entitled to vote 12,776,810 shares of the Company's common stock (the "Common Stock"), each having one vote per share. A total of 9,358,958 shares of Common Stock were represented at the Annual Meeting in person or by proxy.

At the Annual Meeting, the shareholders of the Company (i) elected three director nominees to hold office until the earlier of the 2025 Annual Meeting of Shareholders of the Company or until their successors are elected and qualified or until their earlier resignation or removal, (ii) approved the amendment to the 2019 Plan effecting the change in name of the 2019 Plan to "FinWise Bancorp 2019 Stock Option Plan" and the increase in the number of shares of our common stock available for awards under the 2019 Plan by 500,000 shares to 1,280,000 shares and (iii) ratified the appointment of Moss Adams LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022.

Election of Directors

The shareholders of the Company elected each of the director nominees proposed by the Board of Directors. The voting results were as follows:



       Nominee           For    Withheld  Broker Non-Votes

Kent Landvatter 6,968,759 1,108,473 1,281,726 Howard I. Reynolds 6,774,179 1,303,053 1,281,726 Thomas E. Gibson, Jr. 6,577,703 1,499,529 1,281,726

Amendment of 2019 Plan

The shareholders of the Company approved the amendment to the 2019 Plan effecting the change in name of the 2019 Plan to "FinWise Bancorp 2019 Stock Option Plan" and the increase in the number of shares of our common stock available for awards under the 2019 Plan by 500,000 shares to 1,280,000 shares. The voting results were as follows:



   For     Against  Abstain Broker Non-Votes
5,541,185 2,099,029 69,398     1,281,726

Ratification of Appointment of Independent Registered Public Accounting Firm

The shareholders of the Company ratified the appointment of Moss Adams LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022. The voting results were as follows:



   For    Against Abstain Broker Non-Votes
9,339,745  1,012  18,201         0

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits



Exhibit No. Description



  10.1      FinWise Bancorp 2019 Stock Option Plan.

104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document).

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