Triumph Bancorp, Inc., held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) on April 26, 2022.
Of the 25,160,156 shares of common stock outstanding as of February 28, 2022 (the “Record Date”), 20,756,551 shares, or 82.5% of the shares of common stock outstanding as of the Record Date, were present or represented by proxy at the Annual Meeting.
At the Annual Meeting, stockholders voted on the following matters:
(1)
To elect the following Directors of the Company for a one-year term that will expire at the 2023 Annual Meeting of Stockholders or until their respective successors have been elected and qualified. Final voting results were as follows:
Name of Nominee
Votes For
Votes Against
Votes Withheld
Broker Non-Votes
Carlos M. Sepulveda, Jr.
1 9,331,592
202,650
3,958
1,218,351
Aaron P. Graft
19,334,083
201,300
2,817
1,218,351
Charles A. Anderson
19,137,318
397,063
3,818
1,218,351
Harrison B. Barnes
19,526,836
8,608
2,756
1,218,351
Debra A. Bradford
19,460,790
73,574
3,835
1,218,352
Richard L. Davis
18,123,130
1,411,211
3,858
1,218,352
Laura K. Easley
19,348,343
186,021
3,835
1,218,351
Maribess L. Miller
19,310,379
223,955
3,866
1,218,351
Michael P. Rafferty
19,461,099
73,243
3,858
1,218,351
C. Todd Sparks
19,294,840
239,502
3,858
1,218,351
(2)
To approve on a non-binding advisory basis the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement for the Annual Meeting. Final voting results were as follows:
Votes For
19,081,923
Votes Against
384,998
Abstentions
71,278
Broker Non-Votes
1,218,352
(3)
To approve an amendment to the Company’s Second Amended and Restated Certificate of Formation to change the name of the Company from Triumph Bancorp, Inc. to Triumph Financial, Inc. Final voting results were as follows:
Votes For
20,751,785
Votes Against
1,174
Abstentions
3,592
(4)
To ratify the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the current fiscal year. Final voting results were as follows:
Votes For
20,646,374
Votes Against
105,433
Abstentions
4,742
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits.
Exhibit
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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, hereunto duly authorized.
TRIUMPH BANCORP, INC.
By:
/s/ Adam D. Nelson
Name: Adam D. Nelson
Title: Executive Vice President & General Counsel
Date: April 26, 2022
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