---
schema_version: "secwatch.filing_event.v1"
accession: "0001558370-23-010443"
form_type: "8-K"
ticker: "BSRR"
cik: "0001130144"
company_name: "SIERRA BANCORP"
filed_at: "2023-05-25T23:59:59+00:00"
generated_at: "2026-06-14T14:08:18.278486+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Sierra Bancorp shareholders approve all proposals at 2023 annual meeting

## Summary
- All six Class II director nominees elected with 75.9%-81.7% of votes cast; broker non-votes 2,063,831.
- 2023 equity-based compensation plan approved with 58.08% of votes cast (6,146,292 for).
- Ratification of RSM US LLP as independent auditor for 2023 approved with 91.31% support.
- Advisory vote on executive compensation approved with 74.25% of votes cast.
- Advisory vote on frequency: 86.46% recommended one-year interval for future Say-on-Pay votes.

## SEC filing metadata
- accession: 0001558370-23-010443
- form_type: 8-K
- ticker: BSRR
- cik: 0001130144
- company_name: SIERRA BANCORP
- filed_at: 2023-05-25T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1130144/000155837023010443/0001558370-23-010443-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1130144/000155837023010443/bsrr-20230524x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001558370-23-010443
- JSON: https://secwatch.observer/filing/0001558370-23-010443.json
- Plain text: https://secwatch.observer/filing/0001558370-23-010443.txt

## Key facts
- Shareholder Votes
  SIERRA BANCORP shareholders approved Advisory vote on the frequency of holding an advisory vote on executive compensation at the 2023-05-24 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-24
  source text: The advisory vote on the frequency of holding an advisory vote on executive compensation was as follows:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130144/000155837023010443/0001558370-23-010443-index.htm
- Shareholder Votes
  SIERRA BANCORP shareholders approved Election of Class II Directors at the 2023-05-24 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-24
  source text: The vote on the election of the six nominees to serve as Class II directors for two-year terms was as follows:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130144/000155837023010443/0001558370-23-010443-index.htm
- Shareholder Votes
  SIERRA BANCORP shareholders approved Advisory vote on executive compensation at the 2023-05-24 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-24
  source text: The advisory vote on executive compensation was approved, with the number of shares cast as follows:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130144/000155837023010443/0001558370-23-010443-index.htm
- Shareholder Votes
  SIERRA BANCORP shareholders approved Ratification of appointment of independent accountants at the 2023-05-24 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-24
  source text: The appointment of RSM US LLP as the Company's independent registered public accounting firm for 2023 was ratified, with the number of shares cast as follows:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130144/000155837023010443/0001558370-23-010443-index.htm
- Shareholder Votes
  SIERRA BANCORP shareholders approved Approve the Company's 2023 equity-based compensation plan at the 2023-05-24 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-05-24
  source text: The approval of the Company's 2023 equity-based compensation plan was approved, with the number of shares cast as follows:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1130144/000155837023010443/0001558370-23-010443-index.htm

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