UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 24, 2024
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(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||
| (Registrant’s telephone number, including area code) | |||||||||||
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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:
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 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 2024 Annual Meeting of Shareholders of Glacier Bancorp, Inc. (the “Company”) was held in Kalispell, Montana on April 24, 2024. The following matters were voted upon at the Annual Meeting:
1.The election of ten directors to serve on the board of directors until the 2025 annual meeting;
2.An advisory (non-binding) resolution to approve the compensation of the Company’s Named Executive Officers; and
3.The appointment of FORVIS, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
The following is a summary of the voting results for the matters voted upon by the shareholders:
1. Election of Directors
| Director’s Name | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
| David C. Boyles | 83,689,061 | 813,566 | 9,945,864 | ||||||||
| Robert A. Cashell, Jr. | 83,051,140 | 1,451,487 | 9,945,864 | ||||||||
| Randall M. Chesler | 82,953,844 | 1,548,783 | 9,945,864 | ||||||||
| Sherry L. Cladouhos | 82,942,916 | 1,559,711 | 9,945,864 | ||||||||
| Jesus T. Espinoza | 83,692,321 | 810,306 | 9,945,864 | ||||||||
| Annie M. Goodwin | 83,226,171 | 1,276,456 | 9,945,864 | ||||||||
| Kristen L. Heck | 83,747,650 | 754,977 | 9,945,864 | ||||||||
| Michael B. Hormaechea | 83,722,026 | 780,601 | 9,945,864 | ||||||||
| Craig A. Langel | 82,149,670 | 2,352,957 | 9,945,864 | ||||||||
| Douglas J. McBride | 82,064,808 | 2,437,819 | 9,945,864 | ||||||||
Receiving a plurality of the votes cast, those nominated are the newly elected directors of the Company. The elected directors will hold office until their successors are elected and qualified or until they resign or are removed from office.
2. Advisory (non-binding) resolution to approve the compensation of the Named Executive Officers
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 80,409,496 | 2,170,397 | 213,197 | 9,945,864 | ||||||||
The advisory resolution to approve the compensation of the Named Executive Officers is approved.
3. Ratification of appointment of independent registered public accounting firm
| Votes For | Votes Against | Abstentions | ||||||
| 92,131,990 | 411,457 | 195,507 | ||||||
FORVIS, LLP is ratified as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
| Dated: | April 29, 2024 | GLACIER BANCORP, INC. | |||||||||
| /s/ Randall M. Chesler | |||||||||||
| By: | Randall M. Chesler | ||||||||||
| President and Chief Executive Officer | |||||||||||