USCB FINANCIAL HOLDINGS, INC. current report, 22 May 2023

USCB Financial Holdings, Inc. Form 8-K Summary

Business context and reporting period

USCB Financial Holdings, Inc. filed a Form 8-K reporting results of its Annual Meeting of Shareholders held on May 22, 2023. The company’s Class A common stock trades on Nasdaq under the symbol USCB. The filing does not report operating or quarterly financial results.

Meeting participation and voting results

  • 19,622,380 shares of Class A common stock were outstanding and eligible to vote.
  • 18,811,410 shares were represented in person or by proxy, constituting a quorum.
  • All nine director nominees were elected to one-year terms ending in 2024 and until successors are elected and qualified.
  • Crowe LLP was ratified as the company’s independent registered public accounting firm for the year ending December 31, 2023, with 18,233,365 votes for, 558,044 against, and 20,001 abstentions.
  • Shareholders approved an amendment to the Articles of Incorporation revising provisions concerning the company’s Class B non-voting common stock, with 15,484,664 votes for, 585,554 against, 28,105 abstentions, and 2,713,087 broker non-votes.

Financial metrics and material changes

The filing provides no revenue, earnings, cash flow, margin, debt, liquidity, guidance, or other operating-financial metrics. It does not present a comparison with a prior period or disclose material financial changes.

Outlook, risks, and unusual items

No management outlook, risk update, contingency, litigation matter, or unusual financial item is disclosed. The principal corporate action was approval of the amendment addressing Class B non-voting common stock provisions.

Investor verification points

  • Verify the final composition and terms of the elected board of directors.
  • Review the amended Articles of Incorporation for the specific changes affecting Class B non-voting common stock.
  • Confirm Crowe LLP’s appointment and any subsequent auditor-related disclosures.
  • Consult the company’s periodic financial filings for operating performance, liquidity, capital, and risk information, which are not included in this 8-K.