Item 5.07. Submission of Matters to a vote of Security Holders.
The 2023 Annual Meeting of Shareholders (the "Annual Meeting") of SB Financial
Group, Inc. ("SB Financial") was held on April 19, 2023, in Defiance, Ohio. At
the close of business on the record date for the Annual Meeting (February 24,
2023), a total of 7,003,063 SB Financial common shares were outstanding and
entitled to vote. A total of 5,072,698, or 72.43% of the outstanding common
shares outstanding and entitled to vote, were represented in person or by proxy
at the Annual Meeting. Provided below are the final voting results for the
Annual Meeting.
Proposal No. 1:
The following directors were elected at the Annual Meeting for three-year terms
expiring in 2026:
Number of Votes
For Withheld Broker Non-Votes
Timothy L. Claxton 2,974,988 1,152,206 945,504
Gaylyn J. Finn 3,589,762 537,432 945,504
Rita A. Kissner 3,533,735 593,459 945,504
Proposal No. 2:
Shareholders holding a majority of the SB Financial common shares represented in
person or by proxy at the Annual Meeting approved Proposal No. 2, to ratify the
appointment of FORVIS, LLP as the independent registered public accounting firm
of SB Financial Group for the fiscal year ending December 31, 2023:
Number of Votes
For Against Broker Non-Votes Abstain
5,003,519 62,413 N/A 6,766
Proposal No. 3:
Shareholders holding a majority of the SB Financial common shares represented in
person or by proxy at the Annual Meeting approved Proposal No. 3, to consider
and vote upon a non-binding advisory resolution to approve the compensation of
SB Financial's named executive officers:
Number of Votes
For Against Broker Non-Votes Abstain
4,035,830 56,479 945,504 34,885
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