Item 5.07 Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Stockholders on May 7, 2020, at which
time the stockholders (i) elected three directors for a three-year term and one
director for a two-year term, (ii) ratified the appointment of Yount, Hyde &
Barbour, P.C. as independent registered public accounting firm for Severn
Bancorp, Inc. for the year ending December 31, 2020, (iii) approved a
non-binding advisory proposal on executive compensation, referred to as
"say-on-pay", (iv) and approved a non-binding, advisory proposal on whether the
say-on-pay vote should occur once every three years, referred to as
"say-on-frequency".
The names of the directors who were elected at the Annual Meeting of
Stockholders for a three-year term are as follows:
Nominee Votes For Votes Withheld Broker Non-Votes
David Jones 7,060,041 433,107 2,680,433
John Lamon 7,052,461 440,687 2,680,433
Konrad Wayson 7,061,585 431,563 2,680,433
The name of the director who was elected at the Annual Meeting of Stockholders
for a two-year term is as follows:
Nominee Votes For Votes Withheld Broker Non-Votes
Dale Shields 7,093,966 399,182 2,680,433
The names of the directors whose terms of office continued after the Annual
Meeting of Stockholders are as follows:
Alan J. HyattJames H. Johnson, Jr.
Mary Kathleen SulickEric M. KeitzRaymond S. Crosby
The stockholders of the Company ratified the appointment of Yount, Hyde &
Barbour, P.C. as the Company's independent registered public accounting firm for
the fiscal year ending December 31, 2020 as follows:
Votes For Votes Against Votes Abstain
Appointment of
Yount, Hyde & 10,136,819 29,288 7,474
Barbour, P.C. as
the Company's
independent
registered public
accounting firm
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The stockholders of the Company approved a non-binding advisory proposal on
executive compensation, referred to as "say-on-pay", as follows:
Votes For Votes Against Votes Broker Non-
Abstain Votes
Approval of a
non-binding 7,314,732 70,352 108,064 2,680,433
advisory proposal
on executive
compensation,
referred to as
"say-on-pay"
The stockholders of the Company approved a non-binding, advisory proposal on
whether the say-on-pay vote should occur once every three years, referred to as
"say-on-frequency", as follows:
For 1 For 2 For 3 Votes Broker Non-
Year Years Years Abstain Votes
Approval of a
non-binding, 1,691,574 191,037 5,502,713 107,824 2,680,433
advisory proposal
on whether the
say-on-pay vote
should occur once
every three years,
referred to as
"say-on-frequency"
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