ITEM 5.07. - Submission of Matters to a Vote of Security Holders.
On May 28, 2025, Carter Bankshares, Inc. (the "Company") held its 2025 Annual Meeting of Shareholders (the "Annual Meeting"). A total of 19,189,660 of the Company's shares were voted in person or by proxy. Following are the final voting results on the matters considered and voted upon at the Annual Meeting, all of which are described in the Proxy Statement for the 2025 Annual Meeting.
Proposal #1
To elect the 11 Directors below to serve until the 2026 Annual Meeting of Shareholders or until their successors are elected:
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For
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Withhold Authority
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Broker Non-Votes
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Michael R. Bird
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13,174,600
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549,985
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5,465,075
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Kevin S. Bloomfield
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13,040,275
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684,310
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5,465,075
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Robert M. Bolton
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13,239,569
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485,016
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5,465,075
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Gregory W. Feldmann
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12,616,617
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1,107,968
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5,465,075
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James W. Haskins
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12,675,868
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1,048,717
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5,465,075
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Phyllis Q. Karavatakis
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13,138,156
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586,429
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5,465,075
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Jacob A. Lutz, III
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12,927,624
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796,961
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5,465,075
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Catharine L. Midkiff
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13,233,479
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491,106
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5,465,075
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Curtis E. Stephens
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13,234,385
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490,200
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5,465,075
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Litz H. Van Dyke
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13,093,626
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630,959
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5,465,075
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Elizabeth L. Walsh
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13,227,869
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496,716
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5,465,075
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Proposal #2
To approve, in an advisory and non-binding vote, the compensation of the Company's named executive officers as disclosed in the proxy statement.
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For
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Against
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Abstain
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Non- Votes
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12,652,456
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1,006,697
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65,432
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5,465,075
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Proposal #3
To ratify the appointment of the independent registered public accounting firm of Crowe LLP as the independent auditors of the Company for the fiscal year ending December 31, 2025.
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For
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Against
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Abstain
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Non- Votes
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18,824,437
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346,624
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18,599
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0
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1