---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-013515"
form_type: "8-K"
ticker: "PB"
cik: "0001068851"
company_name: "PROSPERITY BANCSHARES INC"
filed_at: "2023-04-19T23:59:59+00:00"
generated_at: "2026-06-16T23:17:43.371199+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Prosperity Bancshares annual meeting: all director nominees elected, auditor ratified, say-on-pay approved

## Summary
- All six director nominees elected (Class I: Hanigan, Luedke, Mueller, Stafford; Class II: Murillo; Class III: Blanco).
- Ratification of Deloitte & Touche LLP as independent auditor passed with 81,236,159 votes for.
- Advisory vote on executive compensation (say-on-pay) adopted with 73,746,926 votes for.
- Advisory vote on frequency selected annual (74,029,289 votes for 1 year).

## SEC filing metadata
- accession: 0000950170-23-013515
- form_type: 8-K
- ticker: PB
- cik: 0001068851
- company_name: PROSPERITY BANCSHARES INC
- filed_at: 2023-04-19T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1068851/000095017023013515/0000950170-23-013515-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1068851/000095017023013515/pb-20230418.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-013515
- JSON: https://secwatch.observer/filing/0000950170-23-013515.json
- Plain text: https://secwatch.observer/filing/0000950170-23-013515.txt

## Key facts
- Shareholder Votes
  PROSPERITY BANCSHARES INC shareholders approved Advisory Vote on Executive Compensation at the 2023-04-18 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: The shareholders adopted, on a non-binding, advisory basis, a proposal approving the compensation of the Company’s named executive officers by the votes set forth in the table below: Votes For Votes Against Abstentions Broker Non-Votes 73,746,926 3,260,079 378,464 5,084,344
  evidence_url: https://www.sec.gov/Archives/edgar/data/1068851/000095017023013515/0000950170-23-013515-index.htm
- Shareholder Votes
  PROSPERITY BANCSHARES INC shareholders approved Advisory Vote on Frequency of Future Votes Regarding Executive Compensation at the 2023-04-18 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: The shareholders selected, on a non-binding, advisory basis, an annual frequency for the shareholder vote on the compensation of the Company’s named executive officers by the votes set forth in the table below: 1 Year 2 Years 3 Years Abstentions Broker Non-Votes 74,029,289 468,333 2,147,200 738,951 5,084,344
  evidence_url: https://www.sec.gov/Archives/edgar/data/1068851/000095017023013515/0000950170-23-013515-index.htm
- Shareholder Votes
  PROSPERITY BANCSHARES INC shareholders approved Proposal to Ratify Appointment of Independent Registered Public Accounting Firm at the 2023-04-18 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: The shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 by the votes set forth in the table below: Votes For Votes Against Abstentions Broker Non-Votes 81,236,159 1,197,737 35,917 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1068851/000095017023013515/0000950170-23-013515-index.htm
- Shareholder Votes
  PROSPERITY BANCSHARES INC shareholders approved Election of Directors at the 2023-04-18 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: Kevin Hanigan, William T. Luedke IV, Perry Mueller, Jr. and Harrison Stafford II were elected as Class I directors to serve on the Board of Directors of the Company (the “Board”) until the Company’s 2026 Annual Meeting of Shareholders, Dr. Laura Murillo was elected as a Class II director to serve on the Board of Directors until the Company's 2024 Annual Meeting of Shareholders, and Ileana Blanco was elected a Class III director to serve on the Board of Directors until the Company's 2025 Annual Meeting of Shareholders
  evidence_url: https://www.sec.gov/Archives/edgar/data/1068851/000095017023013515/0000950170-23-013515-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.