First Capital Inc. Form 8-K Summary
Business Context and Reporting Period
This Form 8-K Current Report, filed on May 22, 2026, covers the Annual Meeting of Shareholders held by First Capital Inc. on May 18, 2026. The company is incorporated in Indiana and its common stock (FCAP) trades on The NASDAQ Stock Market LLC.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
Shareholders voted on three primary matters. The results are summarized below:
- Election of Directors: All five nominees were elected to serve three-year terms. Notable voting statistics include:
| Nominee | For | Against | Abstentions |
|---|---|---|---|
| William W. Harrod | 1,370,035 | 245,699 | 17,275 |
| Dana L. Huber | 1,479,547 | 139,231 | 14,231 |
| Lou Ann Moore | 1,435,095 | 136,993 | 60,921 |
| Robert C. Guilfoyle | 1,392,233 | 177,186 | 63,590 |
| Michael C. Frederick | 1,447,394 | 167,784 | 17,831 |
- Appointment of Auditors: Shareholders ratified the appointment of Crowe LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote was 2,452,864 For, 11,634 Against, and 21,857 Abstentions.
- Executive Compensation: A non-binding advisory vote on executive compensation was approved with 1,470,396 For, 120,764 Against, and 41,849 Abstentions.
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 total number of shares outstanding to calculate the percentage of votes cast for each director, noting that William W. Harrod received the highest number of "Against" votes (245,699).
- Confirm the independence and tenure of the newly ratified auditor, Crowe LLP.
- Review the specific executive compensation plan details referenced in the non-binding advisory vote to understand the basis for the 120,764 "Against" votes.
- Note the significant number of broker non-votes (853,346) recorded for the director elections and the executive compensation vote.