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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 24, 2023

 

HANMI FINANCIAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   000-30421   95-4788120

(State or Other Jurisdiction of Incorporation)

   (Commission File No.)  

(I.R.S. Employer Identification No.)

 

3660 Wilshire Boulevard, PH-a, Los Angeles, California   90010
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant's telephone number, including area code: (213) 382-2200

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class  

Trading

Symbol(s)

   Name of each exchange on which registered
Common Stock, $0.001 par value   HAFC   Nasdaq Global Select Market

 

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 (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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 5.07Submission of Matters to a Vote of Security Holders.

  

The annual meeting of stockholders of the Corporation was held on May 24, 2023. At the meeting, the stockholders voted on the following items:

 

(1) Nine board nominees to serve for terms expiring at the 2024 Annual Meeting of Stockholders and until their successors are elected and qualified. The voting results are as follows:

 

Nominee   For   Against   Abstain   Broker Non-Votes
                 
John J. Ahn   24,634,780   674,421   2,793   1,698,558
                 
Christie K. Chu   24,654,916   651,681   5,397   1,698,558
                 
Harry H. Chung   25,131,439   178,014   2,541   1,689,558
                 
Bonita I. Lee   25,229,106   80,091   2,797   1,698,558
                 
Gloria J. Lee   24,657,282   559,658   95,054   1,698,558
                 
David L. Rosenblum   25,227,182   80,529   4,283   1,698,558
                 
Thomas J. Williams   25,134,951   172,781   4,262   1,698,558
                 
Michael M. Yang   24,576,067   733,387   2,540   1,698,558
                 
Gideon Yu   24,652,688   561,400   97,906   1,698,558

 

(2)The advisory vote on executive compensation paid to the Corporation’s Named Executive Officers as described in the proxy statement for the meeting. The voting results are as follows: 

 

For   Against   Abstain   Broker Non-Votes
24,256,162   1,046,741   9,091   1,698,558

 

(3)The advisory vote on the frequency of conducting advisory votes on the executive compensation paid to the Corporation’s Named Executive Officers. The voting results are as follows: 

 

One Year   Two Years   Three Years   Abstain
22,990,268   12,011   2,260,959   48,756

 

Based on the above vote, the Corporation has determined to include a stockholder vote on the compensation of the Company’s named executive officers in its annual meeting proxy solicitation materials on an annual basis until the next required vote on the frequency of the shareholder vote on executive compensation, which is expected to occur at the Company’s 2029 Annual Meeting of Shareholders.

 

(4)The ratification of the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The voting results are as follows:

 

For   Against   Abstain  
27,000,565   7,779   2,208  

 

 

 

 

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.

 

 

 

   

HANMI FINANCIAL CORPORATION

 

 

DATE: May 25, 2023 By: /s/ Bonita I. Lee
    Bonita I. Lee
    President and Chief Executive Officer