Park National Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
$PRK
Major Banks
Finance
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
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Securities registered pursuant to Section 12(b) of the Act:
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Item 5.07 - Submission of Matters to a Vote of Security Holders.
(a)Park held its 2025 Annual Meeting on April 28, 2025 as a virtual meeting via live webcast. At the close of business on March 3, 2025 (the record date for the 2025 Annual Meeting), there were 16,158,982 common shares outstanding and entitled to vote. At the 2025 Annual Meeting, 13,860,640 or 85.77%, of the outstanding Park common shares entitled to vote were represented by proxy or in person.
(b)(i) Directors elected at the 2025 Annual Meeting to serve for a three-year term to expire at the 2028 Annual Meeting of Shareholders, and until their respective successors are duly elected and qualified, or until each such individual's earlier resignation, removal from office or death, and the vote with respect to each such individual (there were no other nominees):
| Number of Votes | |||||||||||||||||||||||
| For | Against | Broker Non-Votes | Abstentions | ||||||||||||||||||||
| Donna M. Alvarado | 11,186,086 | 608,238 | 1,986,965 | 79,351 | |||||||||||||||||||
| Frederic M. Bertley, Ph.D. | 11,405,196 | 421,422 | 1,986,965 | 47,057 | |||||||||||||||||||
| Timothy S. McLain | 11,570,292 | 257,800 | 1,986,965 | 45,583 | |||||||||||||||||||
(ii) With respect to the vote to approve the non-binding advisory resolution to approve the compensation of Park's named executive officers as disclosed in the proxy statement for the 2025 Annual Meeting:
| Number of Votes | ||||||||||||||||||||
| For | Against | Broker Non-Votes | Abstentions | |||||||||||||||||
| 11,103,059 | 669,752 | 1,986,965 | 100,864 | |||||||||||||||||
(iii) With respect to the vote to ratify the appointment of Crowe LLP as Park's independent registered public accounting firm for the fiscal year ending December 31, 2025:
| Number of Votes | ||||||||||||||||||||
| For | Against | Broker Non-Votes | Abstentions | |||||||||||||||||
| 13,205,471 | 614,083 | — | 41,086 | |||||||||||||||||
(iv) With respect to the vote to adopt an amendment to Park's Articles of Incorporation to increase the number of authorized Park common shares from 20,000,000 to 40,000,000, each without par value:
| Number of Votes | ||||||||||||||||||||
| For | Against | Broker Non-Votes | Abstentions | |||||||||||||||||
| 12,999,426 | 773,869 | — | 87,345 | |||||||||||||||||
(c) Not applicable.
(d) Not applicable.
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Item 9.01 - Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits: The following exhibits are filed with this Current Report on Form 8-K
| Exhibit No. | Description | |||||||
| Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) | ||||||||
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SIGNATURE
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.
| PARK NATIONAL CORPORATION | ||||||||
| Dated: April 29, 2025 | By: | /s/ Brady T. Burt | ||||||
| Brady T. Burt | ||||||||
| Chief Financial Officer, Secretary and Treasurer | ||||||||
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