Business Context and Reporting Period
This Form 8-K filing by Banc of California, Inc. reports on the results of the 2024 Annual Meeting of Stockholders held on May 9, 2024. The record date for the meeting was March 15, 2024, with 157,623,468 shares of voting common stock outstanding.
Key Financial Metrics
This filing is a current report regarding corporate governance events and does not contain financial performance data. There are no disclosures regarding revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
No material financial changes are reported. The filing details the successful election of the board of directors and the approval of executive compensation.
Outlook, Risks, and Unusual Items
Proposal I: Election of Directors
All twelve director nominees were elected by a majority of votes cast. The voting results were as follows:
- James A. "Conan" Barker: 115,025,875 For / 1,971,518 Against
- Paul R. Burke: 116,044,757 For / 970,646 Against
- Mary A. Curran: 115,146,051 For / 1,863,832 Against
- John M. Eggemeyer: 115,750,413 For / 1,267,441 Against
- Shannon F. Eusey: 115,130,094 For / 1,881,291 Against
- Richard J. Lashley: 115,033,157 For / 1,966,285 Against
- Susan E. Lester: 116,183,735 For / 848,547 Against
- Joseph J. Rice: 114,949,695 For / 2,023,513 Against
- Todd Schell: 116,183,711 For / 829,059 Against
- Vania E. Schlogel: 113,990,539 For / 2,999,563 Against
- Andrew Thau: 114,691,608 For / 2,314,021 Against
- Jared M. Wolff: 116,110,947 For / 923,215 Against
Proposal II: Say-on-Pay
The advisory vote on executive compensation was approved with 112,451,310 votes For, 4,436,360 votes Against, and 261,146 Abstentions.
Investor Verification Checklist
- Verify the total number of shares outstanding (157,623,468) against the company's most recent 10-Q or 10-K.
- Review the proxy statement referenced in the filing for detailed executive compensation data.
- Confirm the terms of office for the newly elected directors (one year).
- Note that this filing contains no financial results; refer to the Q1 2024 earnings release for financial metrics.