Newswires
Submission of Matters to a Vote of Security Holders – Form 8-K
U.S. Regulated Equity Markets (Alternative Disclosure) via PUBT
bmrc-20230523
UNITED STATES
Washington, D.C. 20549
Bank of Marin Bancorp
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)May 23, 2023
(Exact name of Registrant as specified in its charter)
|
|
001-33572 | 20-8859754 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | ( |
|
|
94947 |
| (Address of principal executive office) | ( |
Registrant's telephone number, including area code:(415) 763-4520
Not Applicable
(Former name or former address, if changes since last report)
| Check the appropriate box below if the Form 8-K filing is to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |
|
☐Written communications pursuant to Rule 425 under the Securities Act (17CFR 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 12(b) of the Act: | ||
| Title of each class | Trading Symbol | |
| Common stock, no par value | BMRC |
| 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. ☐
|
Section 5 - Corporate Governance and Management
Item 5.07Submission of Matters to a Vote of Security Holders
At the Annual Meeting of Shareholders held on May 23, 2023 , the following matters were submitted to a vote of security holders with the indicated number of votes being cast for, against or withheld, and with the indicated number of abstentions and broker non-votes:
1.To elect twelve members of the Board of Directors to serve until the next Annual Meeting of Shareholders or until their successors are duly elected and qualified.
| Number of Votes | |||
| For | Withheld | Non-Vote | |
|
|
10,285,283 | 503,927 | 1,879,177 |
| 10,350,522 | 438,688 | 1,879,177 | |
| 10,333,125 | 456,085 | 1,879,177 | |
| 9,545,622 | 1,243,588 | 1,879,177 | |
| 9,465,938 | 1,323,272 | 1,879,177 | |
| 10,469,229 | 319,981 | 1,879,177 | |
| 10,218,265 | 570,945 | 1,879,177 | |
| 10,451,469 | 337,741 | 1,879,177 | |
| 9,871,438 | 917,772 | 1,879,177 | |
| 10,082,169 | 707,041 | 1,879,177 | |
| 9,354,698 | 1,434,512 | 1,879,177 | |
| 10,326,749 | 462,461 | 1,879,177 |
2. To vote, on an advisory basis, to approve executive compensation for Named Executive Officers.
| For | Against | Abstain | Non-Vote |
| 9,028,918 | 1,449,670 | 310,622 | 1,879,177 |
3. To recommend, by non-binding vote, the frequency of the vote on executive compensation.
| One Year | Two Years | Three years | Abstain | Non-Vote |
| 9,125,869 | 263,731 | 1,148,232 | 251,378 | 1,879,177 |
4. To ratify the selection of Moss Adams LLP , independent auditor, to perform audit services for the year 2023.
| For | Against | Abstain | Non-Vote |
| 12,525,961 | 57,014 | 85,412 | 0 |
SIGNATURES
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.
| Date: | ||
| By: | /s/ |
|
| Executive Vice President | ||
| and Chief Financial Officer |
Attachments
Disclaimer


Reader Bulletins: May 26-June 1, 2023
Dividend Reinvestment Plan Share Acquisitions (DRIP) – Form 6-K
Advisor News
- Nearly half of nonretirees doubt they will fully retire
- How much could failure to fund Social Security cost average Americans?
- How can more Americans achieve financial independence?
- Savers vs. spenders: How money management attitudes impact financial confidence
- Demonstrating the value of life insurance to Gen Z
More Advisor NewsAnnuity News
- DOL slams pension risk transfer lawsuit as ‘opportunistic’ litigation
- AM Best Affirms Credit Ratings of New York Life Insurance Company and Its Subsidiaries
- Advisors don’t have an annuity problem; they have an integration problem.
- Agentic AI is transforming insurance sales both for consumers and agents
- Canvas steps into the direct-to-consumer market that has yet to take off
More Annuity NewsHealth/Employee Benefits News
- New Findings from National Health Insurance Service Ilsan Hospital in the Area of Kidney Transplants Reported (Serum Proteomic Profiles of Microvascular Inflammation in Donor-specific Antibody-negative and C4d-negative in Kidney Transplantation): Transplant Medicine – Kidney Transplants
- AM Best Upgrades Credit Ratings for Delta Dental of California and Its Affiliates
- NEW DATA: RYAN MACKENZIE-BACKED HEALTHCARE CUTS CAUSE MORE THAN 13,000 PENNSYLVANIANS IN THE LEHIGH VALLEY TO DROP INSURANCE COVERAGE
- NEW DATA: ROB BRESNAHAN-BACKED HEALTHCARE CUTS CAUSE MORE THAN 11,600 PENNSYLVANIANS IN NEPA TO DROP INSURANCE COVERAGE
- Here’s what Rep. Goldman’s bipartisan bill for health insurance transparency does
More Health/Employee Benefits NewsLife Insurance News
- AM Best Affirms Credit Ratings of Bao Viet Insurance Corporation
- AM Best Affirms Credit Ratings of New York Life Insurance Company and Its Subsidiaries
- Agentic AI is transforming insurance sales both for consumers and agents
- USAA introduces Secure Start whole life program for children
- Best’s Market Segment Report: AM Best Maintains Stable Outlook on South Korea’s Non-Life Insurance Market
More Life Insurance News