UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 5.02Submission of Matters to a Vote of Security Holders.
On April 26, 2022, at the Annual Meeting of Stockholders (the “Annual Meeting”) of Equity Bancshares, Inc. (the “Company”), the stockholders of the Company approved the Equity Bancshares, Inc 2022 Omnibus Equity Incentive Plan (the “Incentive Plan”) authorizing up to 760,000 shares of the Company’s Class A common stock for issuance under the Incentive Plan. The Company’s board of directors (the “Board”) had previously adopted the Incentive Plan, subject to stockholder approval. For a more detailed description of the Incentive Plan, please refer to the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 17, 2022 (the “Proxy Statement”). The foregoing description of the Incentive Plan is not complete and is qualified in its entirety by reference to the Incentive Plan, a copy of which is included as Appendix A to the Proxy Statement and is incorporated herein by reference as Exhibit 10.1 to this Current Report on Form 8-K.
As approved by the stockholders via vote enumerated in Item 5.07, James S. Loving has been elected to the Board to fill the director seat previously held by L. James Berglund whose term expired at the Annual Meeting.
Item 5.07Submission of Matters to a Vote of Security Holders.
On April 26, 2022, Equity Bancshares, Inc. (the “Company”) held its Annual Meeting of Stockholders to consider and act upon the items listed below:
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1. |
The stockholders of the Company elected the individuals listed below to serve as Class I members of the Company’s Board of Directors until the Company’s 2025 annual meeting of stockholders by the votes set forth in the table below: |
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For |
Against |
Abstain |
Broker Non-Vote |
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R. Renee Koger |
8,065,710 |
2,302,091 |
21,176 |
2,980,098 |
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James S. Loving |
10,297,710 |
65,722 |
25,545 |
2,980,098 |
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Jerry P. Maland |
8,044,537 |
2,313,546 |
30,894 |
2,980,098 |
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Shawn D. Penner |
7,627,076 |
2,739,408 |
22,493 |
2,980,098 |
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2. |
The stockholders of the Company approved, in a non-binding, advisory vote, the compensation paid to the Company’s named executive officers for the fiscal year ended December 31, 2021 by the votes set forth in the table below: |
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For |
Against |
Abstain |
Broker Non-Vote |
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9,846,481 |
501,685 |
40,811 |
2,980,098 |
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3. |
The stockholders of the Company approved the Equity Bancshares, Inc. 2022 Omnibus Equity Incentive Plan by the votes set forth in the table below: |
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For |
Against |
Abstain |
Broker Non-Vote |
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10,122,289 |
235,174 |
31,514 |
2,980,098 |
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The stockholders of the Company ratified the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022 by the votes set forth in the table below: |
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For |
Against |
Abstain |
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13,215,665 |
11,423 |
141,987 |
Item 9.01Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
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10.1 |
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104 |
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Cover Page Interactive Data File |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Equity Bancshares, Inc. |
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Date: April 28, 2022 |
By: /s/ Eric R. Newell |
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Eric R. Newell |
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Executive Vice President and Chief Financial Officer |
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