First Community Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of shareholders (the “Annual Meeting”) of First Community Corporation (the “Corporation”) was held on May 21, 2025 at 11:00 a.m. at the Corporation’s principal executive office located at 5455 Sunset Boulevard, Lexington, South Carolina 29072. Of the 7,671,056 shares of the Corporation’s common stock outstanding as of the record date of the Annual Meeting, there were present in person or by proxy 5,458,325 shares, representing approximately 71.15% of the total outstanding eligible votes. At the Annual Meeting, the shareholders of the Corporation: (1) elected four Class I members to the Corporation’s Board of Directors to serve a term expiring in 2028 and one Class II member to the Corporation’s Board of Directors to serve a term expiring in 2026; (2) approved an advisory resolution regarding the compensation of the Corporation’s named executive officers; (3) approved an advisory resolution recommending an annual frequency for future advisory votes on executive compensation.; (4) approved the Amended and Restated First Community Corporation 2021 Omnibus Equity Incentive Plan, increasing the number of shares of common stock authorized for issuance under the plan by 450,000 shares, from 225,000 shares to 675,000 shares; and (5) ratified the appointment of Elliott Davis, LLC as the Corporation’s independent registered public accountants for the fiscal year ending December 31, 2025.
The final results of voting on each of the matters submitted to a vote of shareholders during the Annual Meeting are as follows:
1. To elect four Class I members of the Board of Directors to serve a three-year term expiring at the 2028 annual meeting of shareholders or until their respective successors are duly elected and qualified:
| Class I: | For | Withheld | Broker Non-Vote |
| Michael C. Crapps | 4,077,552 | 27,236 | 1,353,537 |
| Jan H. Hollar | 4,099,492 | 5,296 | 1,353,537 |
| Mickey E. Layden | 3,800,116 | 304,672 | 1,353,537 |
| Jane S. Sosebee | 3,746,345 | 358,443 | 1,353,537 |
To elect one Class II member of the Board of Directors to serve a one-year term expiring at the 2026 annual meeting of shareholders or until his successor is duly elected and qualified:
| Class II: | For | Withheld | Broker Non-Vote |
| J. Ted Nissen | 4,085,883 | 18,905 | 1,353,537 |
The other directors that continued in office after the Annual Meeting are as follows:
| Class II: | Class III: |
| Thomas C. Brown | C. Jimmy Chao |
| W. James Kitchens, Jr. | Ray E. Jones |
| Roderick M. Todd, Jr. | E. Leland Reynolds |
| Alexander Snipe, Jr. | |
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2. A non-binding, advisory vote, to approve the compensation of the Corporation’s named executive officers (the “say-on-pay” vote):
| For | Against | Abstain | Broker Non-Vote |
| 4,019,104 | 61,274 | 24,410 | 1,353,537 |
3. A non-binding resolution to determine whether shareholders should have a say-on-pay every one, two, or three years (the “say-on-frequency” vote):
| 1 Year | 2 Years | 3 Years | Abstain |
| 3,935,474 | 5,656 | 148,413 | 15,245 |
Consistent with the recommendation of the Board of Directors and the vote of the shareholders, the Corporation will continue to include an advisory vote on executive compensation in its proxy materials every year. This policy will remain in effect until the next required vote on the frequency of such advisory votes.
4. To approve the First Community Corporation 2021 Omnibus Equity Incentive Plan, as Amended and Restated, to increase the number of shares of common stock authorized for issuance under the plan by 450,000 shares, from 225,000 shares to 675,000 shares:
| For | Against | Abstain | Broker Non-Vote |
| 3,983,943 | 113,452 | 7,393 | 1,353,537 |
5. To ratify the appointment of Elliott Davis, LLC as the Corporation’s independent registered public accountants for the fiscal year ending December 31, 2025:
| For | Against | Abstain |
| 5,412,678 | 40,463 | 5,184 |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Item | Exhibits | |
| 10.1 | Amended and Restated First Community Corporation 2021 Omnibus Equity Incentive Plan. | |
| 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.
| FIRST COMMUNITY CORPORATION | |||
| By: | /s/ D. Shawn Jordan |
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| Name: | D. Shawn Jordan |
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| Title: | Chief Financial Officer | ||
Dated: May 22, 2025