Capital Bancorp shareholders approve three director elections and governance amendments at annual meeting

Capital Bancorp Inc

All three Class III director nominees elected: Jerome Bailey, Steven Schwartz, James Whalen.
Majority-vote requirement for uncontested director elections approved (10,594,529 for; 265,679 against).
Amendment to lower general amendment approval threshold from 2/3 to majority passed (10,554,058 for).
Elliott Davis ratified as independent auditor for FY2023 (12,224,084 for; 50,131 against).

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 1.0

Capital Bancorp Inc shareholders approved Amend the Articles to require that directors be elected by a majority of votes cast in uncontested elections. at the 2023-05-18 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-05-18

Exact text from the filing

Proposal 2 – To amend the Articles to require that directors be elected by a majority of votes cast in uncontested elections. FOR AGAINST ABSTAIN BROKER NON-VOTES 10,594,529 265,679 48,881 1,369,141

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 1.0

Capital Bancorp Inc shareholders approved Amend the Articles to require the approval of holders of a majority, rather than two-thirds, of the Company's shares for general amendments to the Articles. at the 2023-05-18 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-05-18

Exact text from the filing

Proposal 3 – To amend the Articles to require the approval of holders of a majority, rather than two-thirds, of the Company's shares for general amendments to the Articles. FOR AGAINST ABSTAIN BROKER NON-VOTES 10,554,058 308,812 46,219 1,369,141

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 1.0

Capital Bancorp Inc shareholders approved Election of three Class III directors to serve for a three-year term ending at the 2026 Annual Meeting of Stockholders. at the 2023-05-18 meeting.

Proposal: director election
Outcome: passed
Meeting: 2023-05-18

Exact text from the filing

CLASS III DIRECTORS FOR WITHHELD BROKER NON-VOTES Jerome R. Bailey 9,475,478 1,433,611 1,369,141 Steven J. Schwartz 8,496,461 2,412,628 1,369,141 James F. Whalen 8,212,046 2,697,043 1,369,141

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Shareholder Votes SEC 8-K Item 5.07 confidence 1.0

Capital Bancorp Inc shareholders approved Ratify the appointment of Elliott Davis, PLLC as the Company's independent registered public accounting firm for fiscal year 2023. at the 2023-05-18 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2023-05-18

Exact text from the filing

Proposal 4 – To ratify the appointment of Elliott Davis, PLLC as the Company’s independent registered public accounting firm for fiscal year 2023. FOR AGAINST ABSTAIN BROKER NON-VOTES 12,224,084 50,131 4,015 0

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Source: SEC EDGAR

accession 0001419536-23-000092

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