Primis Financial Corp. 8-K Summary
Business Context and Reporting Period
This Form 8-K reports the results of the 2024 Annual Meeting of Stockholders held by Primis Financial Corp. on December 19, 2024. The Company is incorporated in Virginia and its common stock trades on the NASDAQ under the symbol "FRST".
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
Of the 24,722,734 shares outstanding, 21,691,219 shares were present in person or by proxy. Three proposals were voted upon:
- Proposal One (Election of Directors): Three Class III directors were elected to serve until the 2027 Annual Meeting.
- Robert Y. Clagett: 17,017,103 For; 1,760,813 Against.
- Deborah B. Diaz: 15,107,340 For; 3,670,576 Against.
- Charles A. Kabbash: 14,015,015 For; 4,762,901 Against.
- Proposal Two (Ratification of Auditors): The appointment of Crowe, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024, was approved.
- Votes For: 21,585,374
- Votes Against: 84,405
- Abstentions: 21,440
- Proposal Three (Executive Compensation): The advisory vote to approve the compensation of Named Executive Officers was approved.
- Votes For: 17,630,301
- Votes Against: 1,088,635
- Abstentions: 58,980
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the tenure of the newly elected Class III directors (Robert Y. Clagett, Deborah B. Diaz, and Charles A. Kabbash) through the 2027 Annual Meeting.
- Confirm the engagement of Crowe, LLP as the independent auditor for the fiscal year ending December 31, 2024.
- Note the significant number of broker non-votes (2,913,303) recorded for the director election and executive compensation proposals.
- Review the full proxy statement for detailed compensation data referenced in Proposal Three.