Primis Financial Corp. Files 8-K on Shareholder Vote Matters

TL;DR

Primis Financial Corp. had a shareholder vote on Dec 19th. Big decisions ahead?

AI Summary

Primis Financial Corp. filed an 8-K on December 20, 2024, reporting on a submission of matters to a vote of security holders that occurred on December 19, 2024. The filing details corporate actions and governance matters for the Virginia-based bank holding company.

Why It Matters

This filing indicates that Primis Financial Corp. held a shareholder vote, which is a key event for corporate governance and can signal significant decisions or approvals affecting the company's future direction.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of a shareholder vote, not indicating any immediate financial distress or significant negative event.

Key Players & Entities

• Primis Financial Corp. (company) — Registrant
• Virginia (location) — State of incorporation
• December 19, 2024 (date) — Date of earliest event reported
• December 20, 2024 (date) — Filing date

FAQ

Filing Documents

• tm2431694d1_8k.htm (8-K) — 31KB
• 0001104659-24-130593.txt ( ) — 200KB
• frst-20241219.xsd (EX-101.SCH) — 3KB
• frst-20241219_lab.xml (EX-101.LAB) — 33KB
• frst-20241219_pre.xml (EX-101.PRE) — 22KB
• tm2431694d1_8k_htm.xml (XML) — 3KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On December 19, 2024, Primis Financial Corp. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"). Of the 24,722,734 shares of common stock of the Company outstanding as of the record date for the Annual Meeting, 21,691,219 shares were present at the meeting in person or by proxy. The final results of each of the proposals voted on by the Company's stockholders are described below: Proposal One – Elect Directors : To elect three Class III directors to serve on the Company's Board of Directors (the "Board") until the Company's 2027 Annual Meeting of Stockholders and until his successor is duly elected and qualified, or until his earlier resignation or removal. The vote for each director is as set forth below. Nominee Votes For Votes Against Broker Non-Votes Robert Y. Clagett 17,017,103 1,760,813 2,913,303 Deborah B. Diaz 15,107,340 3,670,576 2,913,303 Charles A. Kabbash 14,015,015 4,762,901 2,913,303 The three nominees were each elected to the Board by a plurality of the votes of the shares of the Company's common stock present in person or represented by proxy at the Annual Meeting and entitled to vote on the election of directors, as required by the Company's bylaws. Proposal Two – Ratification of Auditors : To ratify the appointment of Crowe, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. Votes For Votes Against Abstentions 21,585,374 84,405 21,440 The vote required to approve this proposal was the affirmative vote of a majority of the shares of the Company's common stock present in person or represented by proxy at the Annual Meeting and entitled to vote. Accordingly, this proposal was approved. Proposal Three – Advisory (Non-binding) Vote to Approve Compensation of Named Executive Officers : To hold an advisory vote to approve, on a non-binding basis, the compensation

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PRIMIS FINANCIAL CORP. By: /s/ Matthew A. Switzer December 20, 2024 Matthew A. Switzer Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR