Item 5.07 Submission of Matters to a Vote of Security Holders. On May 28, 2020, The First Bancshares, Inc. (the "Company") held its 2020 annual meeting of shareholders (the "Meeting"). Four proposals were voted on at the Meeting. As of the record date, there were 21,398,678 shares entitled to vote, of which 16,090,606 shares, or 75.19%, were voted by proxy at the Meeting. The matters voted on at the Meeting and final voting results are summarized below.

Proposal 1 - A Company proposal to elect four Class I directors to serve a three-year term expiring at the 2023 annual meeting of shareholders, or until their successors are elected and qualified:

Directors Elected Votes For Votes Withheld Broker Non-Votes

Rodney D. Bennett, Ed.D 13,175,467 323,765 2,591,374



Ted E. Parker           12,332,574   1,166,658       2,591,374

J. Douglas Seidenburg   12,967,517    531,715        2,591,374

Renee Moore             13,381,979    117,253        2,591,374

Each of the four director nominees was elected for a three-year term.

Proposal 2 - A Company proposal to approve an amendment to the 2007 Stock Incentive Plan

Votes For Votes Against Abstained Broker Non-Votes



13,098,444    353,292     47,496      2,591,374

The amendment to the 2007 Stock Incentive Plan was approved.

Proposal 3 - A Company proposal to approve, on an advisory basis, the 2019 compensation of its named executive officers:

Votes For Votes Against Abstained Broker Non-Votes



9,814,956   3,489,915    194,361     2,591,374

The 2019 compensation of the Company's named executive officers was approved on an advisory basis.

Proposal 4 - A Company proposal to ratify the appointment of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019:

Votes For Votes Against Abstained Broker Non-Votes



15,757,846    324,637      8,123           0

The appointment of Crowe LLP as the Company's independent registered public accounting firm was ratified.

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