Affinity Bancshares Inc.

11/04/2024 | Press release | Distributed by Public on 11/04/2024 15:17

Proxy Results Form 8 K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On November 4, 2024, Affinity Bancshares, Inc. (the "Company") held a Special Meeting of Stockholders (the "Special Meeting"). The matters considered and the votes cast with respect to each matter is set forth below.

1.
The approval of the Purchase and Assumption Agreement, dated as of May 30, 2024, as amended, by and among the Company, Affinity Bank, National Association and Atlanta Postal Credit Union, pursuant to which Atlanta Postal will purchase substantially all of the assets and assume substantially all of the liabilities (including deposit liabilities) of Affinity Bank, all on and subject to the terms and conditions contained therein.

For
Against
Abstain
Broker non-votes
4,468,453
8,332
2,269
0

2.
The approval of the voluntary dissolution of the Company pursuant to a Plan of Dissolution and Complete Liquidation whereby, following the completion of the asset sale, the Company will take all necessary action under applicable Maryland law to dissolve, make provision for its liabilities, wind up its affairs and distribute its remaining net assets, including the remaining net cash proceeds from the purchase price paid by Atlanta Postal in the asset sale, to the stockholders of the Company.

For
Against
Abstain
Broker non-votes
4,465,782
11,003
2,269
0

3.
The approval of the proposal to approve, on a non-binding advisory basis, the compensation payable to the named executive officers of the Company in connection with the asset sale.

For
Against
Abstain
Broker non-votes
4,116,682
219,091
143,281
0

In connection with the Special Meeting, the Company also solicited proxies with respect to a proposal to adjourn the meeting, if necessary or appropriate, in the event there were not sufficient votes in favor of proposals 1 and 2, above, at the time of the Special Meeting. Because the stockholders approved proposals 1 and 2 at the Special Meeting, the adjournment proposal was not submitted to the stockholders.