8-K
filed May 23, 2023, 7:59 PM ET
ticker TCBK
CIK 0000356171
other material
confidence high
sentiment neutral
materiality 0.35
TriCo Bancshares amends bylaws, holds annual meeting, elects Richard P. Smith as Chairman
TRICO BANCSHARES /
- Amended bylaws to address universal proxy rules, California law changes, and advance notice timelines.
- Annual meeting held May 18, 2023; 87.36% of shares represented (28.8M of 32.9M outstanding).
- All 12 director nominees elected; advisory vote on executive compensation approved (24.2M for).
- Auditor Moss Adams ratified for 2023 with 28.4M votes for, 122K against.
- Board elected Richard P. Smith as Chairman and Cory W. Giese as Lead Independent Director.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TRICO BANCSHARES /: Board approved and adopted amended and restated bylaws effective immediately, incorporating changes related to universal proxy rules, CGCL, and various procedural updates (effective 2023-05-18).
- Change
- bylaw amendment
- Effective
- 2023-05-18
Exact text from the filing
On May 18, 2023, in connection with the effectiveness of new Securities and Exchange Commission rules regarding universal proxy cards, certain recent changes to the California General Corporation Law (the “CGCL”), and a periodic review of the bylaws of TriCo Bancshares (the “Company”), the Company’s board of directors (the “Board”) approved and adopted the Company’s amended and restated bylaws (the “Amended and Restated Bylaws”), which became immediately effective.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TRICO BANCSHARES / shareholders approved Election of directors at the 2023-05-18 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
On May 18, 2023, TriCo Bancshares (the “Company”) held its 2023 annual meeting of shareholders. As of the record date for the annual meeting, there were 32,921,774 shares of common stock outstanding entitled to vote on all proposals presented at the annual meeting. 28,760,810 shares of common stock, or 87.36% of the total outstanding, were present at the meeting in person or by proxy. At the annual meeting, the Company’s shareholders (i) elected all 11 nominees to the Company’s Board of Directors, (ii) approved the compensation of the Company’s executive officers on an advisory (nonbinding) basis, (iii) voted, on an advisory (nonbinding) basis, on the frequency of future advisory votes concerning the compensation of our executives, and (iv) ratified the selection of Moss Adams LLP as the Company’s principal independent auditor for 2023. The following are the voting results of each matter submitted to the Company’s shareholders at the annual meeting. 1. Election of the following 12 nomi
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TRICO BANCSHARES / shareholders approved Ratification of Moss Adams LLP as auditor at the 2023-05-18 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
On May 18, 2023, TriCo Bancshares (the “Company”) held its 2023 annual meeting of shareholders. As of the record date for the annual meeting, there were 32,921,774 shares of common stock outstanding entitled to vote on all proposals presented at the annual meeting. 28,760,810 shares of common stock, or 87.36% of the total outstanding, were present at the meeting in person or by proxy. At the annual meeting, the Company’s shareholders (i) elected all 11 nominees to the Company’s Board of Directors, (ii) approved the compensation of the Company’s executive officers on an advisory (nonbinding) basis, (iii) voted, on an advisory (nonbinding) basis, on the frequency of future advisory votes concerning the compensation of our executives, and (iv) ratified the selection of Moss Adams LLP as the Company’s principal independent auditor for 2023. The following are the voting results of each matter submitted to the Company’s shareholders at the annual meeting. 1. Election of the following 12 nomi
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TRICO BANCSHARES / shareholders approved Advisory resolution to approve executive compensation at the 2023-05-18 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
On May 18, 2023, TriCo Bancshares (the “Company”) held its 2023 annual meeting of shareholders. As of the record date for the annual meeting, there were 32,921,774 shares of common stock outstanding entitled to vote on all proposals presented at the annual meeting. 28,760,810 shares of common stock, or 87.36% of the total outstanding, were present at the meeting in person or by proxy. At the annual meeting, the Company’s shareholders (i) elected all 11 nominees to the Company’s Board of Directors, (ii) approved the compensation of the Company’s executive officers on an advisory (nonbinding) basis, (iii) voted, on an advisory (nonbinding) basis, on the frequency of future advisory votes concerning the compensation of our executives, and (iv) ratified the selection of Moss Adams LLP as the Company’s principal independent auditor for 2023. The following are the voting results of each matter submitted to the Company’s shareholders at the annual meeting. 1. Election of the following 12 nomi
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TRICO BANCSHARES / shareholders approved Advisory vote on frequency of executive compensation vote at the 2023-05-18 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
On May 18, 2023, TriCo Bancshares (the “Company”) held its 2023 annual meeting of shareholders. As of the record date for the annual meeting, there were 32,921,774 shares of common stock outstanding entitled to vote on all proposals presented at the annual meeting. 28,760,810 shares of common stock, or 87.36% of the total outstanding, were present at the meeting in person or by proxy. At the annual meeting, the Company’s shareholders (i) elected all 11 nominees to the Company’s Board of Directors, (ii) approved the compensation of the Company’s executive officers on an advisory (nonbinding) basis, (iii) voted, on an advisory (nonbinding) basis, on the frequency of future advisory votes concerning the compensation of our executives, and (iv) ratified the selection of Moss Adams LLP as the Company’s principal independent auditor for 2023. The following are the voting results of each matter submitted to the Company’s shareholders at the annual meeting. 1. Election of the following 12 nomi
View on SEC.gov
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