8-KShareholder Matters

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Shareholder Vote Results (May 1, 2019)

Filed May 1, 2019For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

This 8-K filing reports the results of the Annual Meeting of shareholders of First Citizens BancShares, Inc. (BancShares) held on April 30, 2019. The meeting primarily focused on the election of directors, an advisory vote on executive compensation (say-on-pay), and the ratification of the company's independent auditor. All proposals presented to shareholders received substantial support, indicating general approval of the company's current governance and executive compensation practices. Investors can view this as a positive sign of shareholder confidence in the board and management.

Key Highlights

  • 1All 11 nominated directors were overwhelmingly elected for one-year terms, with each nominee receiving a significant majority of "For" votes.
  • 2The non-binding advisory "say-on-pay" proposal to approve executive compensation was approved by a strong majority of shareholders.
  • 3The appointment of Dixon Hughes Goodman LLP as the independent public accountants for 2019 was ratified with overwhelming support.
  • 4The voting results demonstrate broad shareholder approval for the company's slate of directors.
  • 5A significant number of broker non-votes were present for the director elections and the say-on-pay proposal, which is common in such meetings.
  • 6The ratification of the independent auditor indicates continued confidence in the firm's oversight of financial reporting.

Frequently Asked Questions

The key outcomes were the election of all 11 director nominees, the approval of the company's executive compensation through a non-binding advisory vote, and the ratification of the appointment of Dixon Hughes Goodman LLP as the independent auditor for 2019. All proposals received strong shareholder support.

Shareholders overwhelmingly voted in favor of electing all 11 director nominees. Each nominee received a substantial majority of "For" votes, indicating strong shareholder confidence in the current board.

Yes, the non-binding advisory "say-on-pay" proposal to approve the compensation paid or provided to named executive officers was approved by a significant majority of shareholders.

Yes, shareholders overwhelmingly ratified the appointment of Dixon Hughes Goodman LLP as First Citizens BancShares' independent public accountants for 2019, with a very high percentage of "For" votes.