Results_8K

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 16, 2018

 

 

CBTX, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

Texas

001-38280

20‑8339782

 

 

 

(State or other jurisdiction of

 (Commission File Number)

(I.R.S. employer

 

 

 

incorporation or organization)

 

identification no.)

 

9 Greenway Plaza, Suite 110

Houston, Texas 77046

(Address of principal executive offices)

 

(713) 210‑7600

(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:

 

 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))

 

 

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 (§230.12b-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.

CBTX, Inc. (the “Company”) held its 2018 Annual Meeting of Shareholders on May 16, 2018 (the “2018 Annual Meeting”) for the following purposes: (i) to elect eleven members to the Board of Directors to serve for a term commencing on the date of the annual meeting and continuing until the 2019, 2020 or 2021 annual meeting depending on their class or until each person’s successor is duly elected and qualified, or until such director’s earlier death, resignation or removal; and (ii) to ratify the appointment of Grant Thornton LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2018. All of the Company’s director nominees were elected by a plurality of the votes cast, and the ratification of Grant Thornton LLP was approved.

 

As of March 19, 2018, the record date for the 2018 Annual Meeting, there were 25,047,312 shares of common stock issued and outstanding. 20,825,800 shares of common stock were represented in person or by proxy and entitled to vote at the 2018 Annual Meeting, constituting a quorum. The information below reflects the number of votes cast by the shareholders.

 

The number of votes for, votes withheld and broker non-votes for the election of each director was as follows:

 

 

 

 

 

 

 

 

Number of Votes

For

 

Number of Votes Withheld

 

Broker

Non-Votes

Class I Directors

 

 

 

 

 

Robert R. Franklin, Jr.

17,487,049

 

64,037

 

3,274,714

J. Pat Parsons

17,404,255

 

146,831

 

3,274,714

Michael A. Havard

17,476,436

 

74,650

 

3,274,714

Tommy W. Lott

16,911,356

 

639,730

 

3,274,714

 

 

 

 

 

 

Class II Directors

 

 

 

 

 

Glen W. Morgan

16,818,491

 

732,595

 

3,274,714

Joe E. Penland, Sr.

16,912,250

 

638,836

 

3,274,714

Wayne A. Reaud

16,910,276

 

640,810

 

3,274,714

Joseph B. Swinbank

16,921,170

 

629,916

 

3,274,714

 

 

 

 

 

 

Class III Directors

 

 

 

 

 

Sheila G. Umphrey

17,426,840

 

124,246

 

3,274,714

John E. Williams, Jr.

16,891,255

 

659,831

 

3,274,714

William E. Wilson, Jr.

17,546,436

 

4,650

 

3,274,714

 

The number of votes for, the number of votes against, and the number of abstentions with respect to the ratification of Grant Thornton LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2018 was as follows. There were no broker non-votes returned on this matter.

 

 

 

 

 

Number of Votes

For

 

Number of Votes

Against

 

Abstentions

20,797,173

 

14,173

 

14,454


 

 

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 thereunto duly authorized.

 

 

 

 

 

CBTX, INC.

 

 

 

 

 

 

Date: May 18, 2018

 

/s/ Robert T. Pigott, Jr.

 

 

Robert T. Pigott, Jr.

 

 

Chief Financial Officer