Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2020 Annual Meeting of Shareholders of Marlin Business Services Corp.
(the "Company") held on Wednesday, June 10, 2020, at 9:00 a.m., local time (the
"2020 Annual Meeting"), shareholders holding 11,308,408 shares of the Company's
common stock, par value $0.01 per share, were present, individually or by proxy,
representing approximately 95.1% of the 11,887,531 shares of the Company's
common stock that were issued and outstanding as of April 24, 2020, the record
date for the 2020 Annual Meeting.
At the 2020 Annual Meeting, the Company's shareholders (i) elected Messrs. John
J. Calamari, Lawrence J. DeAngelo, Scott A. Heimes, Jeffrey A. Hilzinger,
Matthew J. Sullivan, J. Christopher Teets and James W. Wert, as directors, each
to serve until the Company's 2021 Annual Meeting of Shareholders and until their
respective successors are duly elected and qualified, or until their earlier
death, retirement or resignation (the "Director Election Proposal"), (ii)
approved, on an advisory basis, the compensation paid to the Company's named
executive officers as disclosed pursuant to Item 402 of Regulation S-K (the "Say
on Pay Proposal") and (iii) ratified the appointment of Deloitte & Touche LLP as
the Company's independent registered public accounting firm for the fiscal year
ending December 31, 2020 (the "Ratification of Auditors Proposal").
Votes cast at the 2020 Annual Meeting were as follows:
PROPOSAL #1: DIRECTOR ELECTION PROPOSAL
For Withheld
John J. Calamari 9,155,722 1,256,918
Lawrence J. DeAngelo 7,753,939 2,658,701
Scott A. Heimes 10,114,209 298,431
Jeffrey A. Hilzinger 10,106,770 305,870
Matthew J. Sullivan 9,162,327 1,250,313
J. Christopher Teets 9,879,216 533,424
James W. Wert 9,155,963 1,256,677
There were 895,768 broker non-votes with respect to Proposal #1.
PROPOSAL #2: SAY ON PAY PROPOSAL
For Against Abstain Broker Non-Votes
9,407,488 996,349 8,803 895,768
PROPOSAL #3: RATIFICATION OFAUDITORS PROPOSAL
For Against Abstain
11,287,384 18,014 3,010
There were no broker non-votes with respect to Proposal #3.
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses