Item 5.07 Submission of Matters to a Vote of Security Holders.
Hawthorn Bancshares, Inc. held its annual meeting of shareholders on Tuesday, June 8, 2021, at which meeting our shareholders voted upon the following matters:
*The election of two Class II directors to hold office for a term expiring at our 2024 annual meeting of shareholders and until their respective successors are duly elected and qualified or until their respective earlier resignation or removal;
*The ratification and approval of the selection of KPMG, LLP as our independent registered public accounting firm for the year ending December 31, 2021; and
*The non-binding advisory vote on executive compensation.
Election of Directors
At the annual meeting, Frank E. Burkhead and Gus S. Wetzel, III were elected as Class II directors. The following is a summary of the votes cast at the annual meeting with respect to the election of directors:
Frank E. Burkhead
For – 2,937,846
Against – 589,372
Abstain – 83,193
There were 951,711 broker non-votes with respect to this matter.
Gus S. Wetzel, III
For – 3,331,103
Against – 195,734
Abstain – 83,574
There were 951,711 broker non-votes with respect to this matter.
In addition to the two Class II directors elected at the Annual Meeting, the persons continuing in their term of office as members of our board of directors are:
Class I Directors (terms to expire in 2023)
Kathleen L. Bruegenhemke
Philip D. Freeman
Jonathan D. Holtaway
Class III Directors (terms to expire in 2022)
Kevin L. Riley
David T. Turner
Ratification and Approval of Independent Registered Public Accounting Firm
At the annual meeting, the selection of KPMG, LLP as our independent registered public accounting firm for the year ending December 31, 2021 was ratified and approved. The following is a summary of the votes cast at the annual meeting with respect to this matter:
For – 4,429,034
Against – 56,986
Abstain – 76,101
There were no broker non-votes with respect to this matter.
Advisory Approval of the Compensation of our Executives
At the annual meeting, the compensation of our executives disclosed in the proxy statement prepared with respect to the annual meeting was approved. The following is a summary of the votes cast at the annual meeting with respect to this matter:
For – 3,439,886
Against – 49,207
Abstain – 121,319
There were 951,711 broker non-votes with respect to this matter.