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 13, 2024
South Plains Financial, Inc.
(Exact name of registrant as specified in its charter)
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Texas
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001-38895
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75-2453320
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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5219 City Bank Parkway
Lubbock, Texas
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79407
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(Address of principal executive offices)
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(Zip Code)
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(806) 792-7101
(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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $1.00 per share
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SPFI
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The Nasdaq Stock Market LLC
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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 (§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.
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South Plains Financial, Inc. (the “Company”) held its 2024 Annual Meeting of Shareholders virtually on May 13, 2024 (the “Annual Meeting”). The
record date for the determination of shareholders of the Company entitled to receive notice of and to vote at the Annual Meeting was the close of business on March 18, 2024. There were 16,432,851 shares of the Company’s common stock outstanding at
the close of business on the record date and entitled to receive notice of and to vote at the Annual Meeting. Of that number, 14,052,955 shares of the Company’s common stock were represented by means of remote communication or by proxy at the Annual
Meeting, which constituted a quorum to conduct business at the Annual Meeting. The shareholders of the Company voted on and approved the following proposals at the Annual Meeting, which are described in more detail in the Company’s Definitive Proxy
Statement on Schedule 14A for the Annual Meeting filed by the Company with the U.S. Securities and Exchange Commission on April 8, 2024:
Proposal 1 – To elect two (2) Class II directors to serve on the Company’s board of directors until the Company’s 2027 annual meeting of shareholders
or each until their respective successor or successors are duly elected and qualified or until their earlier death, resignation or removal from office. Final voting results were as follows:
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Name of Class III Nominee
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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Cory T. Newsom
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9,213,718
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1,668,712
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2,381
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3,168,144
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Noe G. Valles
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8,744,538
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2,047,018
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93,255
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3,168,144
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Proposal 2 – To ratify the appointment of FORVIS, LLP as the independent registered public accounting firm of the Company for the year ending December
31, 2024. Final voting results were as follows:
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Votes For
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Votes Against
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Abstentions
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13,838,909
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107,961
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106,085
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| Item 9.01 |
Financial Statements and Exhibits.
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104 |
Cover Page Interactive Data File (formatted as Inline XBRL).
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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.
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SOUTH PLAINS FINANCIAL, INC.
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Dated: May 16, 2024
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By:
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/s/ Steven B. Crockett
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Steven B. Crockett
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Chief Financial Officer and Treasurer
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