Commerce Bancshares Files 8-K on Shareholder Votes and Events

TL;DR

CBSH filed an 8-K on 4/18 detailing shareholder votes and other events from 4/17.

AI Summary

Commerce Bancshares, Inc. (CBSH) filed an 8-K on April 18, 2024, reporting on matters submitted to a vote of security holders and other events that occurred on April 17, 2024. The filing details the company's principal executive offices located at 1000 Walnut, Kansas City, MO, and its primary business as commercial banking.

Why It Matters

This filing provides official updates on corporate actions and shareholder decisions for Commerce Bancshares, Inc., which can influence investor confidence and stock performance.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of corporate events and shareholder votes, not indicating any immediate financial distress or significant negative news.

Key Numbers

• 0000022356 — Central Index Key (Unique identifier for the filer)
• 001-36502 — SEC File Number (SEC's file number for the company)

Key Players & Entities

• Commerce Bancshares, Inc. (company) — Registrant
• Missouri (location) — State of Incorporation
• Kansas City, MO (location) — Principal Executive Offices
• April 17, 2024 (date) — Date of earliest event reported
• April 18, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $5 — ) Name of exchange on which registered $5 Par Value Common Stock CBSH NASDAQ Glob

Filing Documents

• cbsh-20240417.htm (8-K) — 43KB
• cbshrepurchaserelease041.htm (EX-99.1) — 4KB
• cbshrepurchaserelease041001.jpg (GRAPHIC) — 233KB
• cbshrepurchaserelease041002.jpg (GRAPHIC) — 125KB
• 0000022356-24-000030.txt ( ) — 667KB
• cbsh-20240417.xsd (EX-101.SCH) — 2KB
• cbsh-20240417_lab.xml (EX-101.LAB) — 21KB
• cbsh-20240417_pre.xml (EX-101.PRE) — 12KB
• cbsh-20240417_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 The Annual Meeting was held on April 17, 2024. As of the record date, there were a total of 130,207,317 shares of common stock outstanding and entitled to vote at the annual meeting. At the annual meeting, 115,013,291 shares of common stock were represented in person or by proxy, therefore a quorum was present. The following proposals were submitted by the Board of Directors to a vote of security holders: (1) Election of three directors to the 2027 Class for a term of three years. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934, and there was no solicitation in opposition to management's nominees, as listed in the proxy statement. The three nominees for the three directorships received the following votes: Name of Director Votes For Votes Withheld Broker Non-Votes Terry D. Bassham 88,048,529 6,665,308 20,299,454 John W. Kemper 93,193,610 1,520,227 20,299,454 Jonathan M. Kemper 92,203,841 2,509,996 20,299,454 Based on the votes set forth above, the foregoing persons were duly elected to serve as directors for a term expiring at the annual meeting of shareholders in 2027 and until their respective successors have been duly elected and qualified. Other directors whose term of office as director continued after the meeting were: Blackford F. Brauer, W. Kyle Chapman, Karen L. Daniel, Earl H. Devanny, III, June McAllister Fowler, David W. Kemper, Benjamin F. Rassieur, III, Todd R. Schnuck, and Christine B. Taylor. (2) Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024. The proposal received the following votes: Votes For Votes Against Votes Abstain Broker Non-Votes 113,324,892 1,442,714 245,685 — Based on the votes set forth above, the appointment of KPMG LLP as the Company's independent registered public accounting firm to serve for 2024 was duly ratified by the shareholde

01 - Other Events

Item 8.01 - Other Events On April 18, 2024, the Company issued a press release announcing the Board of Directors's approval of the repurchase, in combination with the amount remaining from the prior authorization on April 20, 2022, of up to 5,000,000 total shares of the Company's common stock through its share repurchase program. A copy of the press release announcing this share repurchase program is filed as Exhibit 99.1 to this report and incorporated herein by reference. Forward Looking Information This information contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include future financial and operating results, expectations, intentions, and other statements that are not historical facts. Such statements are based on current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements. Additional information about risks and uncertainties is included in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results and Operations" sections within the Company's Annual Report on Form 10-K. Exhibits 99.1 Press release dated April 18, 2024 announcing approval of share repurchase program 104 The XBRL tags on the cover page of this Form 8-K are embedded within the Inline XBRL document. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. COMMERCE BANCSHARES, INC. By: /s/ Paul A. Steiner Paul A. Steiner Controller (Chief Accounting Officer) Date: April 18, 2024

View Full Filing

View this 8-K filing on SEC EDGAR