QCR Holdings Files Proxy Statement Supplement

TL;DR

QCR Holdings filed a proxy supplement for their shareholder meeting. Nothing new, just an update.

AI Summary

QCR Holdings, Inc. filed a supplemental proxy statement on May 2, 2024, regarding its definitive proxy statement dated April 4, 2024. This filing is related to the company's annual meeting of shareholders. No fee was required for this filing.

Why It Matters

This filing provides updated information to shareholders regarding the company's annual meeting, which is crucial for their participation in corporate governance and decision-making.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEFA14A) that supplements previous proxy materials and does not appear to contain new material information or significant changes.

Key Players & Entities

• QCR HOLDINGS INC (company) — Registrant
• 0001171843-24-002483 (filing_id) — Accession Number
• 20240502 (date) — Filing Date
• April 4, 2024 (date) — Original Proxy Statement Date

FAQ

Filing Documents

• defa14a_043024.htm (DEFA14A) — 52KB
• 0001171843-24-002483.txt ( ) — 53KB

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 QCR HOLDINGS, 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 all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 QCR HOLDINGS, INC. SUPPLEMENT TO PROXY STATEMENT DATED APRIL 4, 2024 FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 16, 2024 Explanatory Note QCR Holdings, Inc. (the “ Company ”) previously filed with the Securities and Exchange Commission a Notice of Annual Meeting of Stockholders and Definitive Proxy Statement (the “ Proxy Statement ”) for the 2024 Annual Meeting of Stockholders (the “ Annual Meeting ”) to be held virtually on Thursday, May 16, 2024, at 8:00 a.m. Central Time (www.virtualshareholdermeeting.com/QCRH2024). As described in Proposal 4 included in the Proxy Statement (the “ Original Proposal 4 ”), the Company’s Board of Directors have approved, subject to stockholder approval, the QCR Holdings, Inc. 2024 Equity Incentive Plan (the “ 2024 Equity Incentive Plan ”), and the Company is seeking stockholder approval of the 2024 Equity Incentive Plan at the Annual Meeting. The Original Proposal 4 includes a detailed summary of the 2024 Equity Incentive Plan, including all of its material terms; however, the language in the Original Proposal 4 inadvertently included typographical errors with respect to the limits applicable to certain awards under the 2024 Equity Incentive Plan as well as the date on which the Board of Directors approved the 2024 Equity Incentive Plan. Accordingly, the Company is filing this supplement to the Proxy Statement to include a complete corrected version of Proposal 4, which is set forth below (the “ Revised Proposal 4 ”). The Revised Proposal 4 amends and replaces the Original Proposal 4 in its entirety and should be read together with the balance of the text of the Proxy Statement. The description of the 2024 Stock Incentive Plan set forth in the Revised Proposal 4 is qualified in its entirety by reference to the full text of the 2024 Stock Incentive Plan attached as Appendix A to the Proxy Statement, which is incorporated by reference into the Revised Proposal 4. Except as specifically set forth herein, this supplement does not otherwise modify or update any other disclosures presented in the Proxy Statement. In addition, this supplement does not reflect events occurring after the date of the Proxy Statement or modify or update disclosures that may have been affected by subsequent events. The revisions to Proposal 4 will have no effect on the validity of any proxies the Company has received prior to its upcoming Annual Meeting nor on the votes taken at such meeting. If you have already submitted a proxy to vote your shares, you do not need to resubmit your proxy unless you wish to change your vote. If you have not yet voted your shares, please do so as soon as possible. You may vote by following the instructions for voting as described in the Company’s Proxy Statement filed with the Securities and Exchange Commission. 1 PROPOSAL 4: APPROVAL OF THE 2024 EQUITY INCENTIVE PLAN On February 21, 2024, the Board of Directors approved the QCR Holdings, Inc. 2024 Equity Incentive Plan for QCR Holdings and our subsidiaries, subject to stockholder approval. A summary of the material provisions of the 2024 Equity Incentive Plan is set forth below. A copy of the 2024 Equity Incentive Plan is attached to the Proxy Statement as Appendix A . Purpose The 2024 Equity Incentive Plan was established by the Board of Directors to promote the long-term financial success of QCR Holdings, attract, retain and reward persons who can and do contribute to such success, and further align the participants’ interests with those of our stockholders. The 2024 Equity Incentive Plan will be administered by the Compensation Committee of our Board of Directors, which will select award recipients from the eligible participants, determine the types of awards to be granted, and determine the applicable terms, conditions, performance criteria, restrictions and other provisions of such awards, including any vesting or accelerated vesting requir

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View this DEFA14A filing on SEC EDGAR