8-K
filed May 18, 2023, 7:59 PM ET
ticker RVRF
CIK 0001641601
other material
confidence high
sentiment neutral
materiality 0.15
River Financial shareholders approve increase in authorized common shares to 15M and new preferred stock class
River Financial Corp
- Authorized common shares increased from 10M to 15M; preferred stock class authorized with board-determined terms; both passed with >90% approval.
- Board may now issue shares without further stockholder vote, potentially diluting existing ownership.
- Bylaws amended: new advance-notice requirements for stockholder proposals and director nominations, effective May 16, 2023.
- All nine director nominees re-elected with >99% votes for.
- Certificate of incorporation and bylaws restated to comply with Alabama Business Corporation Law; outdated provisions eliminated.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
River Financial Corp shareholders approved Updating provision regarding personal liability of directors at the 2023-05-16 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Updating provision regarding personal liability of directors Votes For Votes Against Withhold Authority 3,534,081 76,698 141,500
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
River Financial Corp shareholders approved Eliminating certain provisions currently covered by the ABCL at the 2023-05-16 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Eliminating certain provisions currently covered by the ABCL Votes For Votes Against Withhold Authority 3,583,012 56,304 112,963
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
River Financial Corp shareholders approved Increase in authorized shares of common stock at the 2023-05-16 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Increase in authorized shares of common stock Votes For Votes Against Withhold Authority 3,657,664 70,008 24,607
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
River Financial Corp shareholders approved Election of Directors at the 2023-05-16 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Name Votes For Votes Against Withhold Authority Larry Puckett 3,744,871 7,408 Gerald R. Smith, Jr. 3,735,371 7,408 9,500 John A. Freeman 3,740,121 7,408 4,750 W. Murray Neighbors 3,730,621 7,408 14,250 Vernon B. Taylor 3,742,779 9,500 James M. Stubbs 3,744,871 7,408 Jimmy L. Ridling 3,727,047 100 25,132 Charles R. Moore, III 3,747,529 4,750 Brian McLeod 3,742,529 5,000 4,750 Charles E. Herron, Jr 3,742,779 9,500
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
River Financial Corp shareholders approved Amending and Restating the Certificate of Incorporation to update for previous amendments and new vocabulary from the ABCL at the 2023-05-16 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Amending and Restating the Certificate of Incorporation to update for previous amendments and new vocabulary from the ABCL Votes For Votes Against Withhold Authority 3,659,056 51,304 41,919
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
River Financial Corp shareholders approved Authorization of new class of preferred stock at the 2023-05-16 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Authorization of new class of preferred stock Votes For Votes Against Withhold Authority 3,550,484 153,852 47,943
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
River Financial Corp shareholders approved Indemnification of directors, officers and others providing services at the 2023-05-16 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-16
Exact text from the filing
Indemnification of directors, officers and others providing services Votes For Votes Against Withhold Authority 3,550,440 71,904 129,935
View on SEC.gov
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