---
schema_version: "secwatch.filing_event.v1"
accession: "0001077428-23-000100"
form_type: "8-K/A"
ticker: "TCBI"
cik: "0001077428"
company_name: "TEXAS CAPITAL BANCSHARES INC/TX"
filed_at: "2023-04-24T23:59:59+00:00"
generated_at: "2026-06-16T18:19:56.770715+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Texas Capital Bancshares to hold annual say-on-pay votes after shareholder approval

## Summary
- At April 18, 2023 annual meeting, majority of shares voted for annual advisory votes on executive compensation.
- Board decision aligns with shareholder preference and prior proxy statement recommendation.
- Company will hold non-binding say-on-pay votes annually until next required frequency vote (at least every six years).
- Amendment filed to document board's decision; original 8-K filed April 20, 2023.

## SEC filing metadata
- accession: 0001077428-23-000100
- form_type: 8-K/A
- ticker: TCBI
- cik: 0001077428
- company_name: TEXAS CAPITAL BANCSHARES INC/TX
- filed_at: 2023-04-24T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1077428/000107742823000100/0001077428-23-000100-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1077428/000107742823000100/tcbi-20230418.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001077428-23-000100
- JSON: https://secwatch.observer/filing/0001077428-23-000100.json
- Plain text: https://secwatch.observer/filing/0001077428-23-000100.txt

## Key facts
- Shareholder Votes
  TEXAS CAPITAL BANCSHARES INC/TX shareholders approved Advisory vote on the frequency of future non-binding advisory votes on executive compensation at the 2023-04-18 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: the Company held a non-binding, advisory vote to determine the frequency of future non-binding, advisory votes on the compensation paid to the Company’s named executive officers. A majority of the shares voted on this proposal at the Annual Meeting were voted in favor of shareholders having a non-binding, advisory vote on named executive officer compensation every year (as opposed to every two years or every three years), which was consistent with the recommendation of the Company’s board of directors in the definitive proxy statement for the Annual Meeting (the “Proxy Statement”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1077428/000107742823000100/0001077428-23-000100-index.htm

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