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): June 10, 2020

FIRST WESTERN FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

Colorado

001‑38595

37‑1442266

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation or organization)

File Number)

Identification No.)

 

 

 

1900 16th Street, Suite 1200

 

 

Denver, Colorado

 

80202

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (303) 531‑8100

Former name or former address, if changed since last report: Not Applicable

 

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))

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).

☒         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.

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

 

 

 

Title of each class

    

Trading Symbol

    

Name of each exchange on which registered

Common Stock, no par value

 

MYFW

 

The Nasdaq Stock Market LLC

 

 

 

Item 5.07           Submission of Matters to a Vote of Security Holders

The Company held its annual meeting of shareholders (the “Annual Meeting”) on June 10, 2020. At the Annual Meeting, the Company’s shareholders (i) elected 9 directors to serve on the Company’s board of directors until the Company’s 2021 annual meeting of shareholders or each until their respective successor or successors are duly elected and qualified or until their earlier resignation or removal and (ii) ratified the appointment of Crowe LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2020. The proposals are described in detail in the Company’s  Proxy Statement for the Annual Meeting, which was filed with the Securities Exchange Commission (the “SEC”), on April 29, 2020. The final voting results for each proposal are presented below.

Proposal 1 – Election of Directors

At the Annual Meeting, the Company’s  shareholders elected 9 directors to serve on the Company’s board of directors until the Company’s 2021 annual meeting of shareholders or each until their respective successor or successors are duly elected and qualified or until their earlier resignation or removal. The table below presents the final voting results for this proposal:

 

 

 

 

 

 

 

 

Nominee

    

Votes For

    

Votes Withheld

    

Broker Non-Votes

Julie A. Caponi

 

4,834,464

 

27,397

 

1,200,560

David R. Duncan

 

4,831,607

 

30,254

 

1,200,560

Thomas A. Gart

 

4,831,491

 

30,370

 

1,200,560

Patrick H. Hamill

 

4,812,293

 

49,568

 

1,200,560

Luke A. Latimer

 

4,807,714

 

54,147

 

1,200,560

Eric D. Sipf

 

4,831,391

 

30,470

 

1,200,560

Mark L. Smith

 

4,806,590

 

55,271

 

1,200,560

Scott C. Wylie

 

4,804,758

 

57,103

 

1,200,560

Joseph C. Zimlich

 

4,803,733

 

58,128

 

1,200,560

 

Proposal 2 – Ratification of Appointment of Crowe LLP as the Company’s Independent Registered Public Accounting Firm

At the Annual Meeting, the Company’s shareholders ratified the appointment of Crowe LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2020. The table below presents the final voting results for this proposal:

 

 

 

 

 

 

Votes For

    

Votes Against

    

Abstentions

6,008,479

 

28,942

 

25,000

 

 

SIGNATURES

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.

 

 

 

 

 

    

FIRST WESTERN FINANCIAL, INC.

 

 

 

 

 

 

Date: June 11, 2020

 

By: /s/ Scott C. Wylie

 

 

Scott C. Wylie

 

 

Chairman, Chief Executive Office and President