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Section 1: 8-K (8-K)

bmtc-20200416
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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): April 16, 2020
__________________

Bryn Mawr Bank Corporation
(Exact Name of Registrant as specified in its charter)
__________________

Pennsylvania
001-35746
23-2434506
(State or other jurisdiction
(Commission File Number)
(I.R.S. Employer
of incorporation)
Identification No.)
801 Lancaster Avenue, Bryn Mawr, PA 19010
(Address of Principal Executive Offices, Including Zip Code)
Registrant's telephone number, including area code: 610-525-1700

None
(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 obligations of the registrant under any of the following provisions (see General Instructions 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))

Securities registered pursuant to Section 12(b) of the Act:
Title of classTrading SymbolName of exchange on which registered
Common Stock, $1 par valueBMTCThe NASDAQ Stock 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   Regulation FD Disclosure.

On April 16, 2020, Bryn Mawr Bank Corporation (the “Corporation”), held its Annual Meeting of Shareholders for the purpose of considering and acting upon the below proposals. A total of 20,133,232 shares were outstanding and entitled to vote at the Annual Meeting, of which 17,857,258.60 shares were voted.

1. A proposal to elect three Class II directors to serve a four year term expiring in 2024.

The shareholders of the Corporation elected the following Class II directors to each serve a four year term expiring in 2024 by the following vote:

NAME OF NOMINEEFORAGAINSTABSTAINBROKER NO VOTE
Andrea F. Gilbert
15,162,298.27536,567.9321,731.402,136,661
Lynn B. McKee
15,478,652.26221,336.8820,608.462,136,661
F. Kevin Tylus14,833,376.08874,149.1213,072.402,136,661

The following additional directors continued in office after the Annual Meeting: Diego F. Calderin, Michael J. Clement, Wendell F. Holland, Scott M. Jenkins, Francis J. Leto, A. John May, III, and Britton H. Murdoch.

2. A proposal to approve a non-binding advisory vote on executive officer compensation ("say-on-pay").

The shareholders of the Corporation approved the say-on-pay proposal by the following vote:

FORAGAINSTABSTAINBROKER NO VOTE
15,107,997.96536,128.0376,471.612,136,661

3. A proposal to ratify KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2020.

The shareholders of the Corporation ratified the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2020 by the following vote:


FORAGAINSTABSTAIN
17,558,528.83263,612.6835,117.10








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, hereunto duly authorized.
 
 BRYN MAWR BANK CORPORATION 
    
 By:/s/ Lori A. Goldman 
  
Lori A. Goldman
 
  
Corporate Secretary
 
               
 
Date:    April 21, 2020



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