Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 14, 2022, Patriot National Bancorp, Inc. (the "Company") held its 2022 Annual Meeting of Shareholders (the "Meeting"). A majority of the shareholders of the Company, which beneficially owned approximately 77.58% of its outstanding voting stock, were represented in person or by proxy at the Meeting. The matters listed below were submitted to a vote of the shareholders and each of them was approved at the Meeting.
The final results of the shareholders' votes are as follows:
(1) To elect five (5) directors to serve until the Company's Annual Meeting of Shareholders to be held in 2022 and until their successors are elected.
VOTES VOTES
NAME OF DIRECTOR FOR WITHHELD
Michael A. Carrazza 2,059,453 60,024
Robert G. Russell, Jr. 2,058,699 60,778
Edward N. Constantino 1,997,384 122,093
Emile Van den Bol 1,335,569 783,908
Michael J. Weinbaum 2,018,563 100,914
(2) To approve and ratify the appointment RSM US LLP to serve as the independent registered public accounting firm for the Company for the 2022 fiscal year.
VOTES FOR 3,032,681 VOTES AGAINST 25,155 ABSTAINED/WITHHELD 12,226
(3) To approve and ratify the amendment and restatement of the Company's 2020 Restricted Stock Award Plan, to reduce the total number of shares authorized for issuance thereunder and limit the maximum number of shares of common stock that may be granted to any non-employee director during a single fiscal year.
VOTES FOR 2,099,474 VOTES AGAINST 7,577 ABSTAINED/WITHHELD 12,426
Item 7.01. Regulation FD Disclosure.
During the Meeting, the Company shared with shareholders its strategies for maximizing and unlocking shareholder value. These strategies include: (i) leveraging the low-cost funding platform of its wholly-owned subsidiary, Patriot Bank, N.A. (the "Bank"), to build scale and increased profitability; (ii) bolting-on accretive, fee-income producing and asset generating platforms; (iii) transitioning into more digitally-forward operations; and (iv) acquiring select operating assets or smaller banks. Developments surrounding each of these strategies are actively in process. In the absence of being able to successfully execute on these strategies, the Company will consider alternate strategic paths, including a merger or sale of the Bank."
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