8-KShareholder Matters

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Shareholder Vote Results (Apr 26, 2018)

Filed April 26, 2018For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

This 8-K filing from First Citizens BancShares, Inc. (FCNCA) details the voting results from its Annual Meeting of shareholders held on April 24, 2018. The key outcomes include the election of all 12 director nominees, a positive shareholder vote on the executive compensation 'say-on-pay' proposal, and the ratification of the company's independent auditor for 2018. Investors can note the overwhelmingly positive support for the director nominees, with most receiving over 99% of votes cast 'for' their election, indicating strong board confidence. Similarly, the 'say-on-pay' advisory vote passed with a substantial majority, suggesting shareholder approval of the executive compensation practices. The ratification of Dixon Hughes Goodman LLP as the independent public accountants also passed with very high support.

Key Highlights

  • 1All 12 director nominees were elected by shareholders for one-year terms.
  • 2The non-binding advisory 'say-on-pay' proposal to approve executive compensation received strong shareholder support.
  • 3Shareholders ratified the appointment of Dixon Hughes Goodman LLP as the independent public accountants for 2018.
  • 4Director nominees generally received over 99% of the 'for' votes, with very low 'withheld' votes and a consistent number of broker non-votes across all nominees.
  • 5The 'say-on-pay' proposal saw approximately 98.8% of the votes cast (excluding abstentions and broker non-votes) in favor of approving executive compensation.
  • 6The ratification of the independent accountants received overwhelming approval, with over 99% of votes cast in favor.

Frequently Asked Questions

The main agenda items were the election of 12 directors, a non-binding advisory vote on executive compensation ('say-on-pay'), and the ratification of the appointment of the company's independent public accountants for 2018.

Shareholders overwhelmingly supported the election of all 12 director nominees. For most nominees, over 99% of the votes cast were 'for' their election, with minimal 'withheld' votes.

The non-binding 'say-on-pay' proposal to approve executive compensation was passed by shareholders. The vast majority of votes cast were in favor of the proposal, indicating shareholder approval of the compensation paid to named executive officers.

Yes, the appointment of Dixon Hughes Goodman LLP as the independent public accountants for 2018 was ratified by shareholders with very strong support.