8-KShareholder Matters

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Shareholder Vote Results (Apr 29, 2022)

Filed April 29, 2022For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

This 8-K filing reports on the outcomes of the Annual Meeting of shareholders for First Citizens BancShares, Inc. held on April 26, 2022. The primary focus of the meeting was the shareholder vote on key corporate governance matters, including the election of directors, an advisory vote on executive compensation, and the ratification of the independent auditor. All proposals presented to shareholders received strong support, indicating shareholder confidence in the company's current leadership and governance practices. Investors can take comfort in the overwhelming approval of the 14 director nominees, which suggests a stable and experienced board. Furthermore, the advisory 'say-on-pay' proposal also passed with a substantial majority, reflecting shareholder acceptance of the executive compensation structure. The ratification of KPMG LLP as the independent public accountants for 2022 was also overwhelmingly approved, reinforcing the transparency and oversight of the company's financial reporting.

Key Highlights

  • 1All 14 director nominees were overwhelmingly elected for one-year terms.
  • 2The non-binding advisory 'say-on-pay' proposal received strong shareholder approval.
  • 3KPMG LLP was ratified as the independent public accountants for 2022 with near-unanimous support.
  • 4Director Ellen R. Alemany received the highest number of 'For' votes in the director election.
  • 5The appointment of independent accountants saw minimal 'Against' votes, indicating high confidence in the auditor.
  • 6The voting results reflect broad shareholder confidence in the company's leadership and governance.

Frequently Asked Questions

The main topics voted on were the election of 14 directors, a non-binding advisory 'say-on-pay' proposal regarding executive compensation, and the ratification of KPMG LLP as the company's independent public accountants for 2022.

All 14 director nominees received a significant majority of 'For' votes, with votes withheld and broker non-votes representing a small fraction of the total votes cast. This indicates strong shareholder support for the current board of directors.

The non-binding advisory 'say-on-pay' proposal to approve compensation paid to named executive officers was overwhelmingly approved by shareholders, with a substantial majority voting 'For' the proposal.

Yes, the appointment of KPMG LLP as First Citizens BancShares' independent public accountants for 2022 was ratified with a very high percentage of 'For' votes, indicating shareholder confidence in the auditor.