UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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)
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
The 2020 annual meeting of shareholders of United Community Banks, Inc., a Georgia corporation (the “Company”), was held on May 6, 2020 (the “Annual Meeting”). As of March 9, 2020, the record date of the Annual Meeting, 78,505,706 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. A total of 72,228,699 shares of United’s common stock, constituting a quorum, were represented in person or by proxy at the Annual Meeting.
The Company’s shareholders voted on three proposals at the Annual Meeting. The final results of the votes, including the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, relating to each matter are as follows:
Proposal 1. The election of ten directors to constitute the Board of Directors to serve until the 2021 annual meeting of shareholders and until their successors are elected and qualified:
| For | Withheld | |||||
| Robert H. Blalock | 65,368,107 | 2,652,365 | ||||
| L. Cathy Cox | 66,808,199 | 1,212,273 | ||||
| Kenneth L. Daniels | 67,755,423 | 265,049 | ||||
| Lance F. Drummond | 67,227,544 | 792,928 | ||||
| H. Lynn Harton | 65,559,709 | 2,460,763 | ||||
| Jennifer K. Mann | 67,902,419 | 118,053 | ||||
| Thomas A. Richlovsky | 67,223,672 | 796,800 | ||||
| David C. Shaver | 67,689,038 | 331,434 | ||||
| Tim R. Wallis | 66,443,794 | 1,576,678 | ||||
| David H. Wilkins | 63,763,894 | 4,256,578 |
There were 4,208,227 broker non-votes for each director on this proposal.
Proposal 2. The approval of an advisory “say on pay” resolution supporting the compensation plan for executive officers:
| For | Against | Abstain | Broker Non-Votes | |||
| 66,555,233 | 1,027,883 | 437,356 | 4,208,227 |
Proposal 3. The ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2020:
| For | Against | Abstain | Broker Non-Votes | |||
| 71,390,917 | 825,629 | 12,153 | 0 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| UNITED COMMUNITY BANKS, INC. | |||
| By: | /s/ Melinda Davis Lux | ||
| Melinda Davis Lux | |||
| General Counsel and Corporate Secretary | |||
Date: May 7, 2020