Item 5.07 Submission of Matters to a Vote of Security Holders.
A special meeting of the shareholders of Professional Holding Corp. (the “Company”) was held on December 15, 2022. The special meeting was held in order to vote upon the following proposals set forth in the Proxy Statement / Prospectus dated November 14, 2022: (i) to consider and vote upon a proposal to approve the Agreement and Plan of Merger, dated as of August 7, 2022, by and among Seacoast Banking Corporation of Florida, Seacoast National Bank, Professional Holding Corp. and Professional Bank (the “Merger Proposal”); and (ii) to consider and vote upon a proposal to adjourn the special meeting, if necessary or appropriate, to solicit additional proxies in favor of the proposal to approve the merger agreement (the “Adjournment Proposal”). At the special meeting, the Merger Proposal was approved by a majority of the outstanding shares of the Company’s Class A Common Stock. The Adjournment Proposal was approved by a majority of the votes cast.
As of November 4, 2022, the record date for the special meeting, there were 13,814,427 shares of the Company’s Class A Common Stock outstanding and eligible to be voted at the special meeting. 9,784,022 shares of Class A Common Stock were represented at the special meeting, which constituted a quorum to conduct business at the special meeting.
The votes on the proposals described above were as follows:
Proposal No. 1 - To consider and vote upon a proposal to approve the Agreement and Plan of Merger, dated as of August 7, 2022, by and among Seacoast Banking Corporation of Florida, Seacoast National Bank, Professional Holding Corp. and Professional Bank.
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Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
9,767,800 | | 4,358 | | 11,864 | | |
Proposal No. 2 – To consider and vote upon a proposal to adjourn the special meeting, if necessary or appropriate, to solicit additional proxies in favor of the proposal to approve the merger agreement.
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Votes For | Votes Against | Votes Abstained | Broker Non-Votes |
9,341,799 | | 431,952 | | 10,271 | | |
Item 9.01 Exhibits
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Exhibit No. | | Description |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL Document). |