First Capital Inc. Announces 2024 Annual Meeting of Shareholders

TL;DR

<b>First Capital Inc. invites shareholders to its annual meeting on May 22, 2024, to elect directors and discuss company operations.</b>

AI Summary

FIRST CAPITAL INC (FCAP) filed a Proxy Statement (DEF 14A) with the SEC on April 11, 2024. The annual meeting of shareholders for First Capital, Inc. will be held on May 22, 2024, at 12:00 PM local time. The meeting will take place at the main office of First Harrison Bank, located at 220 Federal Drive, N.W., Corydon, Indiana. Shareholders will vote on the election of four directors for a three-year term. The proxy statement details the formal business to be transacted and provides reports on the company's operations. Shareholders are urged to vote via internet, telephone, or by returning a proxy card, or in person at the meeting.

Why It Matters

For investors and stakeholders tracking FIRST CAPITAL INC, this filing contains several important signals. The annual meeting is a key governance event where shareholders exercise their voting rights on important matters like director elections. Shareholder participation is crucial for ensuring the company is guided by the collective will of its owners.

Risk Assessment

Risk Level: low — FIRST CAPITAL INC shows low risk based on this filing. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational risks indicated.

Analyst Insight

Shareholders should review the proxy materials to make informed voting decisions on director elections and other business.

Key Numbers

• May 22, 2024 — Annual Meeting Date (Date of the annual meeting of shareholders.)
• 12:00 noon — Annual Meeting Time (Time of the annual meeting of shareholders.)
• 4 — Directors to be Elected (Number of directors to be elected at the meeting.)
• 3 — Director Term Length (Length of the term for the elected directors.)

Key Players & Entities

• FIRST CAPITAL INC (company) — Registrant and filer of the proxy statement.
• Kathryn W. Ernstberger (person) — Chairperson of the Board of First Capital Inc.
• Michael C. Frederick (person) — President and Chief Executive Officer of First Capital Inc.
• First Harrison Bank (company) — Location of the annual shareholder meeting.

FAQ

Risk Factors

• Compliance with SEC Regulations [low — regulatory]: The company must comply with all SEC rules and regulations regarding proxy solicitations and shareholder meetings.
• Shareholder Participation [low — operational]: Ensuring adequate shareholder participation in voting is crucial for the legitimacy of the meeting's outcomes.

Industry Context

First Capital Inc. operates within the financial services sector, specifically as a federally chartered savings institution.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring adherence to specific disclosure and solicitation rules.

What Investors Should Do

1. Review the list of director nominees and their qualifications.
2. Understand the proposals to be voted on at the meeting.
3. Vote your shares by the deadline, either online, by phone, or by mail.

Key Dates

• 2024-05-22: Annual Meeting of Shareholders — Shareholders will vote on director elections and company business.

Glossary

Proxy Statement

A document filed with the SEC that contains information that management must provide to shareholders before their annual meeting, or special meeting, at which they will vote on a corporate matter. (Provides shareholders with essential information to make informed voting decisions.)

DEF 14A

A definitive proxy statement filed with the SEC. (Indicates the formal filing of proxy materials for shareholder voting.)

Year-Over-Year Comparison

This is a definitive proxy statement (DEF 14A) for the 2024 annual meeting, indicating a routine corporate governance filing.

Filing Documents

• tm242694d1_def14a.htm (DEF 14A) — 307KB
• tm242694d1_def14aimg001.jpg (GRAPHIC) — 24KB
• tm242694d1_def14aimg002.jpg (GRAPHIC) — 11KB
• tm242694d1_def14aimg003.jpg (GRAPHIC) — 9KB
• tm242694d1_def14aimg004.jpg (GRAPHIC) — 6KB
• tm242694d1_def14aimg005.jpg (GRAPHIC) — 253KB
• tm242694d1_def14aimg006.jpg (GRAPHIC) — 121KB
• 0001104659-24-046310.txt (&nbsp;) — 1910KB
• fcap-20231231.xsd (EX-101.SCH) — 8KB
• fcap-20231231_def.xml (EX-101.DEF) — 6KB
• fcap-20231231_lab.xml (EX-101.LAB) — 27KB
• fcap-20231231_pre.xml (EX-101.PRE) — 7KB
• tm242694d1_def14a_htm.xml (XML) — 84KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 First Capital Inc (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act rules 14a6(i)(1) and 0-11 April 11, 2024 Dear Shareholder: You are cordially invited to attend the annual meeting of shareholders of First Capital, Inc. We will hold the meeting at the main office of First Harrison Bank, 220 Federal Drive, N.W., Corydon, Indiana, on Wednesday, May 22, 2024, at 12:00 noon, local time. The notice of annual meeting and the proxy statement appearing on the following pages describe the formal business to be transacted at the meeting. During the meeting, we also will report on the operations of the Company. Directors and officers of the Company, as well as a representative of the Company's independent registered public accounting firm, will be present to respond to appropriate questions of shareholders. It is important that your shares are represented at this meeting, whether or not you attend the meeting in person and regardless of the number of shares you own. To make sure your shares are represented, we urge you to vote via the internet, telephone, or by returning a completed proxy card. If you attend the meeting, you may vote in person even if you have previously mailed a proxy card or voted via the internet or by telephone. We look forward to seeing you at the meeting. Sincerely, Kathryn W. Ernstberger Michael C. Frederick Chairperson of the Board President and Chief Executive Officer FIRST CAPITAL, INC. 220 Federal Drive, N.W. Corydon, Indiana 47112 (812) 738-2198 NOTICE OF 2024 ANNUAL MEETING OF SHAREHOLDERS TIME AND DATE 12:00 noon, local time, on Wednesday, May 22, 2024 PLACE First Harrison Bank 220 Federal Drive, N.W. Corydon, Indiana 47112 ITEMS OF BUSINESS (1) The election of four (4) directors to serve for a term of three years; (2) The ratification of the selection of Crowe LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024; (3) An advisory vote on the compensation of our named executive officers as disclosed in the accompanying proxy statement; and (4) The transaction of such other business as may properly come before the meeting and any adjournment or postponement of the meeting. RECORD DATE In order to vote, you must have been a shareholder at the close of business on April 1, 2024. PROXY VOTING It is important that your shares be represented and voted at the meeting. You can vote your shares via the internet, by telephone, or by completing and returning a proxy card. A printed proxy card for the annual meeting and a self-addressed, postage pre-paid envelope will be mailed to those shareholders that have not voted as of April 25, 2024. You can revoke a proxy at any time before it's exercised at the meeting by following the instructions in the proxy statement. BY ORDER OF THE BOARD OF DIRECTORS Jennifer Meredith Corporate Secretary Corydon, Indiana April 11, 2024 FIRST CAPITAL, INC. PROXY STATEMENT GENERAL INFORMATION We are providing this proxy statement to you in connection with the solicitation of proxies by the Board of Directors (the "Board") of First Capital, Inc. for the 2024 annual meeting of shareholders and for any adjournment or postponement of the annual meeting. In this proxy statement, we may also refer to First Capital, Inc. as "First Capital," the "Company," "we," "our" or "us." First Capital is the holding company for First Harrison Bank. In this proxy statement, we may also refer to First Harrison Bank as "First Harrison" or the "Bank." We will hold the annual meeting at the Bank's main office, 220 Federal Drive, N.W., Corydon, Indiana 47112, on Wednesday, May 22, 2024, at 12:00 noon, local time. We intend to provide access to this proxy statement and a proxy card to shareholders of record beginning on or about April 11, 2024. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SHAREHOLDER MEETING TO BE HELD ON MAY 22, 2024 This Proxy Statement is available at http://www.edocumentview.com/FCAP. Also available on this website is the Company's 2023 Annual Report on Form 10-K, as filed with the Securities and Exchange Commission ("SEC"), which includes the Company's audited co

View Full Filing

View this DEF 14A filing on SEC EDGAR