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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 15, 2023
 
CATHAY GENERAL BANCORP
(Exact name of registrant as specified in its charter)
 
Delaware
001-31830
95-4274680
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
777 North Broadway, Los Angeles, California 90012
(Address of principal executive offices)              (Zip Code)
 
Registrant’s telephone number, including area code: (213) 625-4700
 
Not Applicable
(Former name or former address, if changed since last report)
 
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:
 
☐         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))
 
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
CATY
Nasdaq Global Select Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
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.
 
On May 15, 2023, Cathay General Bancorp (the “Company”) held its Annual Meeting of Stockholders at which the stockholders voted upon (i) the election of four Class III directors to serve until the 2026 annual meeting of stockholders, (ii) an advisory (non-binding) resolution to approve the Company’s executive compensation disclosed in the proxy statement, and (iii) the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2023 fiscal year.
 
The stockholders elected all four Class III director nominees, approved the advisory (non-binding) resolution to approve the Company’s executive compensation disclosed in the proxy statement, and ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2023 fiscal year. On the record date of March 23, 2023, there were 72,390,081 shares of the Company’s common stock issued and outstanding and entitled to vote at the annual meeting. The number of votes cast for and against, as well as the number of abstentions and broker non-votes as to each such matter voted upon, as applicable, are set forth below.
 
Election of Directors
 
Nominee
Class
For
Against
Abstain
Broker
Non-Votes
Nelson Chung
III
48,390,802
5,140,028
47,190
6,316,629
Felix S. Fernandez
III
52,184,378
1,343,545
50,097
6,316,629
Maan-Huei Hung
III
48,113,356
5,417,473
47,191
6,316,629
Richard Sun
III
41,467,266
12,055,285
55,469
6,316,629
 
Advisory (Non-Binding) Vote to Approve Our Executive Compensation
 
For
Against
Abstain
Broker
Non-Votes
50,476,410
2,968,055
133,555
6,316,629
 
 
Proposal to Ratify the Appointment of KPMG LLP as Our Independent Registered Public Accounting Firm for the 2023 Fiscal Year
 
For
Against
Abstain
Broker
Non-Votes
59,009,128
857,967
27,554
N/A
 


 
SIGNATURE
 
 
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 thereunto duly authorized.
 
Date: May 16, 2023
  CATHAY GENERAL BANCORP  
By:
/s/ Heng W. Chen
Heng W. Chen
Executive Vice President and
Chief Financial Officer