Item 5.07 Submission of Matters to a Vote of Securities Holders
On
1. Proposal to adopt and approve the Agreement and Plan of Merger dated October
24, 2022, by and between Peoples Bancorp Inc. andLimestone Bancorp, Inc. and the transactions contemplated thereby, including the merger ofLimestone Bancorp, Inc. into Peoples Bancorp Inc. This proposal was approved with votes cast as follows: For Against Abstain Broker non-votes Common Shares 4,960,861 5,985 182 1,671,605 Non-voting Common Shares 1,000,000 - - -
2. Proposal to approve, in a non-binding advisory vote, the compensation payable
to the Company's named executive officers in connection with the merger as set forth in the joint proxy statement of the Company and prospectus of Peoples Bancorp Inc. for the special meeting. This proposal was approved with votes cast as follows: For Against Abstain Broker non-votes 4,748,547 209,384 9,097 1,671,605
3. Proposal to allow the adjournment of the special meeting of shareholders to
another time or place, if necessary or appropriate, to permit, among other things, the solicitation of additional proxies if there are insufficient votes at the time of the special meeting to approve and adopt the Agreement and Plan of Merger. This proposal was approved with votes cast as follows: For Against Abstain Broker non-votes 4,911,593 47,703 7,732 1,671,605
Since sufficient votes were cast for the approval and adoption of the Agreement and Plan of Merger, the special meeting was not adjourned to another time or place.
No other proposals were voted upon at the special meeting.
Item 7.01 Regulation FD Disclosure.
A copy of the Company's press release announcing the results of the voting on
the proposals submitted to a vote of its shareholders at the special meeting of
shareholders of the Company held on
The information in this item of the report and in Exhibit 99.1 attached hereto
is being furnished to the
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Item 9.01 Financial Statements and Exhibits.
Exhibit Number Description of Exhibit 99.1 Press release issuedFebruary 23, 2023 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3
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