{"schema_version":"secwatch.filing_event.v1","accession":"0000893847-23-000014","form_type":"8-K","ticker":"HWBK","cik":"0000893847","company_name":"HAWTHORN BANCSHARES, INC.","filed_at":"2023-06-12T23:59:59+00:00","discovered_at":"2026-05-14T18:03:42.683856+00:00","generated_at":"2026-06-14T03:25:36.133327+00:00","sec_items":["5.02","5.07","7.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.35,"calibrated_materiality_score":0.35,"confidence":"high","headline":"Hawthorn Bancshares shareholders approve 203K-share equity plan, re-elect three directors","bullets":["Shareholders approved Equity Incentive Plan authorizing up to 203,000 shares for awards.","Re-elected Kathleen Bruegenhemke, Philip Freeman, Jonathan Holtaway as Class I directors.","Ratified KPMG LLP as independent auditor for FY 2023 with 4.68M votes for, 87K against.","Advisory vote on executive compensation passed with 2.80M for, 135K against.","11-member board continues; terms expire in 2024 for Burkhead, Giles, States, Wetzel."],"urls":{"canonical":"https://secwatch.observer/filing/0000893847-23-000014","json":"https://secwatch.observer/filing/0000893847-23-000014.json","markdown":"https://secwatch.observer/filing/0000893847-23-000014.md","text":"https://secwatch.observer/filing/0000893847-23-000014.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/893847/000089384723000014/0000893847-23-000014-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/893847/000089384723000014/hwbk-20230606.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T03:25:36.133327+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":"1b49e0e9309036e5ade179b67a71ccef484b6a51","claim":"HAWTHORN BANCSHARES, INC. shareholders approved Approval of the Hawthorn Bancshares, Inc. Equity Incentive Plan at the 2023-06-06 meeting.","evidence_excerpt":"Approval of the Hawthorn Bancshares, Inc. Equity Incentive Plan At the 2023 Annual Meeting, the Hawthorn Bancshares, Inc. Equity Incentive Plan disclosed in the proxy statement with respect to the annual meeting was approved. The following is a summary of the votes cast at the annual meeting with respect to this matter: For 2,766,296 Against 170,741 Abstain 94,725 There were 1,819,140 broker non-votes with respect to this matter.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/893847/000089384723000014/0000893847-23-000014-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-06"}],"fact_type":"shareholder_vote"},{"claim_id":"32147873b1bc24dd7b1cd5a32f9bb184e13c31ea","claim":"HAWTHORN BANCSHARES, INC. shareholders approved Advisory approval of the compensation of our executives at the 2023-06-06 meeting.","evidence_excerpt":"Advisory Approval of the Compensation of our Executives At the 2023 Annual Meeting, the compensation of the Company's executives disclosed in the proxy statement prepared with respect to the annual meeting was approved. The following is a summary of the votes cast at the annual meeting with respect to this matter: For 2,802,490 Against 135,632 Abstain 93,640 There were 1,819,140 broker non-votes with respect to this matter.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/893847/000089384723000014/0000893847-23-000014-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-06"}],"fact_type":"shareholder_vote"},{"claim_id":"59872703aea1f75fa73cdf6b813032db7b0cb066","claim":"HAWTHORN BANCSHARES, INC. shareholders approved Ratification and approval of the selection of KPMG, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023 at the 2023-06-06 meeting.","evidence_excerpt":"Ratification and Approval of Independent Registered Public Accounting Firm At the 2023 Annual Meeting, the selection of KPMG, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023 was ratified and approved. The following is a summary of the votes cast at the annual meeting with respect to this matter: For 4,676,816 Against 87,672 Abstain 86,414 There were no broker non-votes with respect to this matter.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/893847/000089384723000014/0000893847-23-000014-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-06"}],"fact_type":"shareholder_vote"},{"claim_id":"e3b4bb2457bcd58d550fdc59affef1c7391e6816","claim":"HAWTHORN BANCSHARES, INC. shareholders approved Election of three Class I directors to hold office for a term expiring at the Company's 2026 annual meeting of shareholders and until their respective successors are duly elected and qualified or until their respective earlier resignation or removal at the 2023-06-06 meeting.","evidence_excerpt":"Election of Directors At the 2023 Annual Meeting, Kathleen L. Bruegenhemke, Philip D. Freeman and Jonathan D. Holtaway were elected as Class I directors. The following is a summary of the votes cast at the annual meeting with respect to the election of directors: Kathleen L. Bruegenhemke For 2,814,592 Against 150,341 Abstain 66,829 There were 1,819,140 broker non-votes with respect to this matter. Philip D. Freeman For 2,600,453 Against 364,918 Abstain 66,391 There were 1,819,140 broker non-votes with respect to this matter. 2 Jonathan D. Holtaway For 2,658,563 Against 269,309 Abstain 103,890 There were 1,819,140 broker non-votes with respect to this matter.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/893847/000089384723000014/0000893847-23-000014-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-06"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}