Preferred Bank : Form 8-K Current Report

PFBC

Published on 05/21/2025 at 20:50

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 21, 2025 Preferred Bank

(Exact name of registrant as specified in its charter)

(State or other jurisdiction of incorporation or organization)

(FDIC Certificate No.) (I.R.S. Employee Identification No.)

601 S. Figueroa Street, 48th Floor, Los Angeles, California90017

(Address of principal executive offices) (Zip code)

(Registrant's telephone number including area code)

(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:

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))

As of the record date for the 2025 Annual Meeting of Shareholders (the "Annual Meeting") of Preferred Bank ("the Bank") held on May 20, 2025, there were 13,155,496 shares entitled to vote on all matters presented to the Bank's shareholders at the Annual Meeting. Votes representing 86.43% of the Bank's common stock were present in person or represented by proxy at the Annual Meeting.

The following are the voting results of each matter submitted to the Bank's shareholders at the Annual Meeting. The proposals below are described in detail in the Proxy Statement filed in connection with the Annual Meeting. At the Annual Meeting, all eight director were elected to serve as the Bank's Board of Directors until the 2026 annual meeting of shareholders and the Bank's shareholders voted (i) to approve the Bank's executive compensation as set forth in the Proxy Statement (ii) frequency of Say on Pay (iii) to approve authorization of share repurchase authority, and (iv) to ratify the appointment of Crowe LLP as the Bank's registered independent public accounting firm for 2025.

Election of the following eight nominees to the Bank's Board of Directors to serve until the annual meeting of shareholders in 2026:

For

Withheld

Non Votes

Li Yu

10,293,038

347,954

728,710

Clark Hsu

9,018,823

1,622,169

728,710

Kathleen Shane

10,549,923

91,069

728,710

William C. Y. Cheng

10,143,219

497,773

728,710

Chih-Wei Wu

9,543,720

1,097,272

728,710

J. Richard Belliston

10,186,552

454,440

728,710

Gary S. Nunnelly

8,164,903

2,476,089

728,710

Wayne Wu

10,429,572

211,420

728,710

Advisory vote on the Bank's executive compensation:

For

Against

Abstain

Non Votes

10,208,409

421,518

11,065

728,710

Advisory vote on Pay:

1 Year

2 Years

3 Years

Abstain

Non Votes

9,250,455

1,467

1,355,077

33,992

728,710

Share repurchase authority vote:

For

Against

Abstain

Non Votes

10,572,653

1,057

67,282

728,710

Ratification of appointment of Crowe LLP as independent registered public accountants for the fiscal year ending December 31, 2025:

For

Against

Abstain

Non Votes

11,342,794

26,640

268

0

Preferred Bank is one of the larger independent commercial banks headquartered in California. The Bank is chartered by the State of California, and its deposits are insured by the Federal Deposit Insurance Corporation, or FDIC, to the maximum extent permitted by law. The Bank conducts its banking business from its main office in Los Angeles, California, and through twelve full-service branch banking offices in California (Alhambra, Century City, City of Industry, Torrance, Arcadia, Irvine (2), Diamond Bar, Pico Rivera, Tarzana and San Francisco (2)), two branches in New York (Manhattan and Flushing, Queens) and a branch office in the Houston, Texas suburb of Sugar Land. In addition, the Bank also operates a loan production office in Sunnyvale, California. Preferred Bank offers a broad range of deposit and loan products and services to both commercial and consumer customers. The Bank provides personalized deposit services as well as real estate finance, commercial loans and trade finance to small and mid-sized businesses, entrepreneurs, real estate developers, professionals and high net worth individuals. Although originally founded as a Chinese-American Bank, Preferred Bank now derives most of its customers from the diversified mainstream market but does continue to benefit from the significant migration to California of ethnic Chinese from China and other areas of East Asia.

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.

Dated: May 21, 2025 By: /s/ Edward J. Czajka Edward J. Czajka Executive Vice President Chief Financial Officer

Disclaimer

Preferred Bank published this content on May 21, 2025, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on May 22, 2025 at 00:49 UTC.