false 0000732417 0000732417 2023-08-07 2023-08-07

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

August 7, 2023

Date of Report (date of earliest event reported)

 

 

HILLS BANCORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Iowa   0-12668   42-1208067

(State or other jurisdiction of

incorporation or organization)

  

(Commission

File Number)

   (I.R.S. Employer
Identification No.)

 

131 E. Main Street, PO Box 160   Hills   Iowa   52235
(Address of Principal Executive Offices)       (Zip Code)

(319) 679-2291

Registrant’s telephone number, including area code

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading
Symbol(s)

  

Name of each exchange

on which registered

   

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.07

Submission of Matters to a Vote of Security Holders

The Reconvened Annual Meeting of Shareholders of Hills Bancorporation was held on August 7, 2023. The matter listed below was submitted to a vote of the shareholders through the solicitation of proxies, and the proposal is described in detail in the Company’s Supplement to Proxy Statement for Say-On-Frequency Proposal filed with the Securities and Exchange Commission on July 21, 2023. The final results of the shareholder votes are as follows:

Proposal 1 - Non-Binding Advisory Vote on the Frequency of Future Non-Binding Advisory Votes on Executive Compensation

 

One Year

      2,174,742  

Two Years

      121,343  

Three Years

      23,733  

Abstain

      43,242  

As a result of the overwhelming approval by the Company’s shareholders at the Reconvened Annual Meeting to hold an advisory vote for the approval of the compensation of the named executive officers every single year, the Company will continue its customary practice of including a shareholder vote on the compensation of executives in its proxy materials every year until its next vote on the frequency of shareholder votes on the compensation of executives.

SIGNATURE

Pursuant to the requirement 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.

 

    HILLS BANCORPORATION
Date: August 8, 2023      

/s/ Dwight O. Seegmiller

      Dwight O. Seegmiller, Director, President and Chief Executive Officer
v3.23.2
Document and Entity Information
Aug. 07, 2023
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0000732417
Document Type 8-K
Document Period End Date Aug. 07, 2023
Entity Registrant Name HILLS BANCORPORATION
Entity Incorporation State Country Code IA
Entity File Number 0-12668
Entity Tax Identification Number 42-1208067
Entity Address, Address Line One 131 E. Main Street
Entity Address, Address Line Two PO Box 160
Entity Address, City or Town Hills
Entity Address, State or Province IA
Entity Address, Postal Zip Code 52235
City Area Code (319)
Local Phone Number 679-2291
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Entity Emerging Growth Company false
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