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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

 

Date of Report (Date of earliest event reported): May 20, 2021

 

   
The First Bancshares, Inc.
(Exact name of registrant as specified in its charter)

 

Mississippi 33-94288 64-0862173
(State or other jurisdiction
of incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification No.)
     
6480 U.S. Hwy 98 West, Hattiesburg, MS 39402

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code (601) 268-8998

 

N/A

(Former name or former address, if changed since last report.)

 

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

 

¨ 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 240.13a-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
Common Stock FBMS NASDAQ

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

 

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. On May 20,2021, The First Bancshares, Inc. (the “Company”) held its 2021 annual meeting of shareholders (the “Meeting”). Three proposals were voted on at the Meeting. As of the record date, there were 21,018,251 shares entitled to vote, of which 17,605,645 shares, or 83.76%, were voted by proxy at the Meeting. The matters voted on at the Meeting and final voting results are summarized below.

 

Proposal 1 - A Company proposal to elect four Class II directors to serve a three-year term expiring at the 2024 annual meeting of shareholders, or until their successors are elected and qualified:

 

Directors Elected  Votes For   Votes Withheld   Broker Non-Votes 
Charles R. Lightsey   11,464,169    3,191,371    2,950,105 
                
Fred A. McMurry   12,067,854    2,587,686    2,950,105 
                
Thomas E. Mitchell    14,583,455    72,085    2,950,105 
                
Andrew D. Stetelman   13,964,367    691,173    2,950,105 

 

Each of the four director nominees was elected for a three-year term.

 

Proposal 2 – A Company proposal to approve, on an advisory basis, the 2020 compensation of its named executive officers:

 

Votes For   Votes Against   Abstained   Broker Non-Votes 
 13,725,530    739,784    190,226    2,950,105 

 

The 2020 compensation of the Company’s named executive officers was approved on an advisory basis.

 

Proposal 3 - A Company proposal to ratify the appointment of BKD LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021:

 

Votes For   Votes Against   Abstained   Broker Non-Votes 
 17,506,912    85,002    13,731   0 

 

The appointment of BKD LLP as the Company's independent registered public accounting firm was ratified.

 

 

 

 

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.

 

  The First Bancshares, Inc.
   
Date: May 24, 2021  
   
  /s/ Donna T. (Dee Dee) Lowery
  Donna T. (Dee Dee) Lowery
  Executive Vice President and Chief Financial Officer