{"schema_version":"secwatch.filing_event.v1","accession":"0000708955-23-000034","form_type":"8-K","ticker":"FFBC","cik":"0000708955","company_name":"FIRST FINANCIAL BANCORP /OH/","filed_at":"2023-05-25T23:59:59+00:00","discovered_at":"2026-05-14T18:03:41.979278+00:00","generated_at":"2026-06-14T15:08:12.704472+00:00","sec_items":["5.07","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.25,"calibrated_materiality_score":0.15,"confidence":"high","headline":"Annual meeting results: directors elected, Crowe LLP ratified, say-on-pay approved with annual frequency","bullets":["Quorum of 83,642,086 shares (87.87%) present at May 23 annual meeting.","All 12 director nominees elected; votes for ranged from 71.3M to 73.0M.","Crowe LLP ratified as auditor for FY 2023 with 83.15M for, 360K against, 132K abstain.","Say-on-pay approved with 71.53M for, 1.51M against, 432K abstain.","Advisory vote frequency: 65.39M for 1 year, so company will hold annual say-on-pay."],"urls":{"canonical":"https://secwatch.observer/filing/0000708955-23-000034","json":"https://secwatch.observer/filing/0000708955-23-000034.json","markdown":"https://secwatch.observer/filing/0000708955-23-000034.md","text":"https://secwatch.observer/filing/0000708955-23-000034.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/708955/000070895523000034/0000708955-23-000034-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/708955/000070895523000034/ffbc-20230523.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T15:08:12.704472+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3664b60a5c518d880e475a3ae14c9c0516883d74","claim":"FIRST FINANCIAL BANCORP /OH/ shareholders approved Election of twelve director nominees for terms expiring in 2024 at the 2023-05-23 meeting.","evidence_excerpt":"Item 1 - Election of Directors The Company’s shareholders elected all twelve nominees for director. Each nominee will serve for a one-year term ending in 2024. For each nominee, the votes cast for and withheld, as well as the abstentions and broker non-votes, were as follows: Director Nominee Aggregate Votes FOR WITHHELD ABSTENTIONS BROKER NON-VOTES William G. Barron 72,380,964 1,092,044 N/A 10,169,078 Vincent A. Berta 72,307,952 1,165,056 N/A 10,169,078 Cynthia O. Booth 72,286,805 1,186,203 N/A 10,169,078 Archie M. Brown 72,304,384 1,168,624 N/A 10,169,078 Claude E. Davis 71,744,511 1,728,497 N/A 10,169,078 Susan L. Knust 72,174,338 1,298,670 N/A 10,169,078 William J. Kramer 71,338,649 2,134,359 N/A 10,169,078 Dawn C. Morris 73,018,563 454,445 N/A 10,169,078 Thomas M. O’Brien 72,533,294 939,714 N/A 10,169,078 Andre T. Porter 73,011,908 461,100 N/A 10,169,078 Maribeth S. Rahe 72,007,036 1,465,972 N/A 10,169,078 Gary W. Warzala 72,864,517 608,491 N/A 10,169,078","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/708955/000070895523000034/0000708955-23-000034-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-23"}],"fact_type":"shareholder_vote"},{"claim_id":"4c81db6aca4a65d3cd2c6a0214b26dd28099424b","claim":"FIRST FINANCIAL BANCORP /OH/ shareholders approved Advisory vote on executive compensation (say on pay) at the 2023-05-23 meeting.","evidence_excerpt":"Item 3 - Advisory Vote on Executive Compensation The Company’s shareholders approved the advisory vote on the compensation of the Company’s executive officers named in the proxy statement for the 2023 annual meeting of shareholders. The advisory resolution approved by the shareholders is also referred to as “say on pay.” The votes cast for and against this proposal, as well as the abstentions and broker non-votes, were as follows: Aggregate Votes FOR AGAINST ABSTENTIONS BROKER NON-VOTES 71,530,059 1,511,342 431,607 10,169,078","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/708955/000070895523000034/0000708955-23-000034-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-23"}],"fact_type":"shareholder_vote"},{"claim_id":"64cb3d512723be8d6f8b7a9a29c7badf8a4dbc66","claim":"FIRST FINANCIAL BANCORP /OH/ shareholders approved Ratification of Crowe LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-05-23 meeting.","evidence_excerpt":"Item 2 - Ratification of Auditors The Company’s shareholders ratified the Audit Committee’s selection of Crowe LLP as the Company’s independent registered public account firm for 2023. The votes cast for and against this proposal, as well as the abstentions and broker non-votes, were as follows: Aggregate Votes FOR AGAINST ABSTENTIONS BROKER NON-VOTES 83,150,188 360,270 131,628 N/A","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/708955/000070895523000034/0000708955-23-000034-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-23"}],"fact_type":"shareholder_vote"},{"claim_id":"9d7bc0f4bd51dad46ec2506c6708aa0e8def1d01","claim":"FIRST FINANCIAL BANCORP /OH/ shareholders approved Advisory vote on frequency of future advisory votes on executive compensation at the 2023-05-23 meeting.","evidence_excerpt":"Item 4 - Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation The Company’s shareholders determined the frequency of future advisory votes on the compensation of the Company’s executive officers. The votes cast for a frequency of every 1 Year, 2 Years and 3 Years, as well as the abstentions and broker non-votes, were as follows: Aggregate Votes 1 YEAR 2 YEARS 3 YEARS ABSTENTIONS BROKER NON-VOTES 65,387,402 300,805 7,460,812 323,989 N/A","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/708955/000070895523000034/0000708955-23-000034-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-23"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}