{"schema_version":"secwatch.filing_event.v1","accession":"0001999371-24-006254","form_type":"8-K","ticker":"TMP","cik":"0001005817","company_name":"TOMPKINS FINANCIAL CORP","filed_at":"2024-05-17T23:59:59+00:00","discovered_at":"2026-05-14T18:03:16.837435+00:00","generated_at":"2026-06-01T14:11:37.596242+00:00","sec_items":["5.07"],"event_type":"other","sentiment":"neutral","materiality_score":0.2,"calibrated_materiality_score":0.15,"confidence":"high","headline":"Shareholders elect all 12 director nominees; approve say-on-pay and KPMG as auditor","bullets":["Each director received 9.3M–9.6M votes For; withheld votes ranged from 35,564 to 291,378.","Say-on-Pay approved with 9.13M For, 311K Against, 181K Abstain, and 1.94M broker non-votes.","Ratification of KPMG as auditor approved with 11.42M For, 134K Against, 11K Abstain.","11.56M shares (80% of outstanding) represented at the meeting; 14.4M shares outstanding."],"urls":{"canonical":"https://secwatch.observer/filing/0001999371-24-006254","json":"https://secwatch.observer/filing/0001999371-24-006254.json","markdown":"https://secwatch.observer/filing/0001999371-24-006254.md","text":"https://secwatch.observer/filing/0001999371-24-006254.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/tmp-8k_051424.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-01T14:11:37.596242+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3287c97c70d0bbe39e5b0a68140c5dea1018177f","claim":"TOMPKINS FINANCIAL CORP shareholders approved Advisory vote to approve the compensation paid to the Company's named executive officers at the 2024-05-14 meeting.","evidence_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","confidence":0.98},{"claim_id":"6aac93f74789572cf4425abd438936f9806fb2d1","claim":"TOMPKINS FINANCIAL CORP shareholders approved Ratification of the appointment of KPMG LLP as the Company's Independent Auditors for 2024 at the 2024-05-14 meeting.","evidence_excerpt":"The Audit Committee’s appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024 was ratified by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining 11,417,113 134,282 10,863","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","confidence":0.98},{"claim_id":"9fb51a0a2b681a5d745ef598b4a692730107a9ab","claim":"TOMPKINS FINANCIAL CORP shareholders approved Election of twelve director nominees for terms expiring at the 2025 Annual Meeting at the 2024-05-14 meeting.","evidence_excerpt":"Shareholders elected twelve (12) director nominees for terms expiring at the 2025 Annual Meeting of Shareholders","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","confidence":0.95}],"comparable_filings":[{"accession":"0001104659-26-069168","ticker":"JHG","company_name":"JANUS HENDERSON GROUP PLC","filed_at":"2026-06-02T10:07:33+00:00","headline":"Janus Henderson shareholders approve all proposals at 2026 AGM","event_type":"other","sec_items":["5.07"],"materiality_score":0.25,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-069168","json":"https://secwatch.observer/filing/0001104659-26-069168.json","markdown":"https://secwatch.observer/filing/0001104659-26-069168.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1274173/000110465926069168/0001104659-26-069168-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1274173/000110465926069168/tm2616586d1_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"shareholders ratified the reappointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year 2026 and authorized the Directors to determine their remuneration (Proposal 5).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1274173/000110465926069168/0001104659-26-069168-index.htm"}},{"accession":"0001193125-26-251779","ticker":"MERC","company_name":"MERCER INTERNATIONAL INC.","filed_at":"2026-06-01T21:26:15+00:00","headline":"Mercer International shareholders elect all director nominees, approve say-on-pay, ratify PwC","event_type":"other","sec_items":["5.07"],"materiality_score":0.0,"calibrated_materiality_score":0.0,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251779","json":"https://secwatch.observer/filing/0001193125-26-251779.json","markdown":"https://secwatch.observer/filing/0001193125-26-251779.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1333274/000119312526251779/0001193125-26-251779-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1333274/000119312526251779/d118466d8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"Proposal 3: Ratification of Selection of Independent Registered Public Accounting Firm. The selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal 2026 was ratified, and the voting results are set forth below: For Against Abstentions Broker Non-Votes 51,015,419 175,603 524,952 0","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1333274/000119312526251779/0001193125-26-251779-index.htm"}},{"accession":"0001403475-26-000031","ticker":"BMRC","company_name":"Bank of Marin Bancorp","filed_at":"2026-06-01T21:11:54+00:00","headline":"Bank of Marin shareholders elect all 10 directors, approve say-on-pay, ratify auditor","event_type":"other","sec_items":["5.07","8.01"],"materiality_score":0.25,"calibrated_materiality_score":0.25,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001403475-26-000031","json":"https://secwatch.observer/filing/0001403475-26-000031.json","markdown":"https://secwatch.observer/filing/0001403475-26-000031.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1403475/000140347526000031/0001403475-26-000031-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1403475/000140347526000031/bmrc-20260527.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"To elect ten members of the Board of Directors to serve until the next Annual Meeting of Shareholders or until their successors are duly elected and qualified. Number of Votes For Withheld Non-Vote Nicolas C. Anderson 10,405,859 784,544 1,932,287 Russell A. Colombo 7,509,925 3,680,478 1,932,287 Charles D. Fite 10,810,421 379,982 1,932,287 Cigdem F. Gencer 10,818,514 371,888 1,932,287 James C. Hale 10,912,128 278,274 1,932,287 Kevin R. Kennedy 10,974,404 215,998 1,932,287 Timothy D. Myers 10,691,557 498,846 1,932,287 Joel Sklar, MD 10,985,406 204,997 1,932,287 Brian M. Sobel 10,859,501 330,902 1,932,287 Secil T. Watson 10,256,810 933,593 1,932,287","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1403475/000140347526000031/0001403475-26-000031-index.htm"}},{"accession":"0001104659-26-068996","ticker":"XBP","company_name":"XBP Global Holdings, Inc.","filed_at":"2026-06-01T21:00:49+00:00","headline":"XBP Global Holdings annual meeting elects directors, approves auditor and say-on-pay","event_type":"other","sec_items":["5.07","9.01"],"materiality_score":0.3,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-068996","json":"https://secwatch.observer/filing/0001104659-26-068996.json","markdown":"https://secwatch.observer/filing/0001104659-26-068996.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1839530/000110465926068996/0001104659-26-068996-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1839530/000110465926068996/tm2616124d2_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"· Proposal 3 — To consider and vote upon a proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers (the “say-on-pay vote”): Votes For Votes Against Votes Abstained Broker Non-Votes 8,208,462 1,323,885 1,011 577,920","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1839530/000110465926068996/0001104659-26-068996-index.htm"}},{"accession":"0001733998-26-000111","ticker":"NWN","company_name":"Northwest Natural Holding Co","filed_at":"2026-06-01T20:21:37+00:00","headline":"NWN shareholders elect three directors, approve say-on-pay, ratify PwC","event_type":"other","sec_items":["5.07"],"materiality_score":0.15,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001733998-26-000111","json":"https://secwatch.observer/filing/0001733998-26-000111.json","markdown":"https://secwatch.observer/filing/0001733998-26-000111.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1733998/000173399826000111/0001733998-26-000111-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1733998/000173399826000111/nwn-20260528.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"Proposal 3: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2026 was ratified. FOR 35,733,652 AGAINST 1,056,147 ABSTAIN 112,887 BROKER NON-VOTES N/A","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1733998/000173399826000111/0001733998-26-000111-index.htm"}},{"accession":"0000950142-26-001571","ticker":"GTX","company_name":"Garrett Motion Inc.","filed_at":"2026-06-01T20:16:15+00:00","headline":"Garrett Motion shareholders elect all eight directors and ratify Deloitte as auditor","event_type":"other","sec_items":["5.07"],"materiality_score":0.05,"calibrated_materiality_score":0.05,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000950142-26-001571","json":"https://secwatch.observer/filing/0000950142-26-001571.json","markdown":"https://secwatch.observer/filing/0000950142-26-001571.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1735707/000095014226001571/0000950142-26-001571-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1735707/000095014226001571/eh260786002_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"Item 2 - Ratification of the appointment of Deloitte SA as the Company's independent registered public accounting firm for the year ending December 31, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1735707/000095014226001571/0000950142-26-001571-index.htm"}},{"accession":"0001104659-26-068932","ticker":"CLAR","company_name":"Clarus Corp","filed_at":"2026-06-01T20:15:32+00:00","headline":"Clarus shareholders elect all five director nominees, approve say-on-pay and auditor ratification","event_type":"other","sec_items":["5.07"],"materiality_score":0.1,"calibrated_materiality_score":0.1,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-068932","json":"https://secwatch.observer/filing/0001104659-26-068932.json","markdown":"https://secwatch.observer/filing/0001104659-26-068932.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/913277/000110465926068932/0001104659-26-068932-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/913277/000110465926068932/tm2616044d1_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"Proposal 1 – To elect five directors to serve on the Company’s Board of Directors until the next Annual Meeting of Stockholders and until their successors are duly elected and qualified: Name Votes For Votes Withheld Broker Non-Votes Warren B. Kanders 22,373,079 5,085,245 5,086,329 Nicholas Sokolow 20,395,026 7,063,298 5,086,329 Susan Ottmann 22,314,213 5,144,111 5,086,329 Roger Werner 21,940,144 5,518,180 5,086,329 Mark M. Besca 22,037,878 5,420,446 5,086,329","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/913277/000110465926068932/0001104659-26-068932-index.htm"}},{"accession":"0001500217-26-000038","ticker":"AAT","company_name":"American Assets Trust, Inc.","filed_at":"2026-06-01T20:15:22+00:00","headline":"AAT stockholders elect all five director nominees, ratify EY as auditor at 2026 annual meeting","event_type":"other","sec_items":["5.07"],"materiality_score":0.2,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001500217-26-000038","json":"https://secwatch.observer/filing/0001500217-26-000038.json","markdown":"https://secwatch.observer/filing/0001500217-26-000038.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1500217/000150021726000038/0001500217-26-000038-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1500217/000150021726000038/aat-20260601.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"The compensation paid to the Company’s Named Executive Officers was approved by the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstaining Broker Non-Votes 9,125,602 311,162 181,223 1,944,271","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1005817/000199937124006254/0001999371-24-006254-index.htm","comparable_excerpt":"Proposal No. 2: The ratification of the appointment Erns t & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1500217/000150021726000038/0001500217-26-000038-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}