News Column

NORTHRIM BANCORP INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 20, 2014



Item 5.07 Submission of Matters to a Vote of Security Holders

On May 15, 2014, Northrim BanCorp, Inc. (the "Company") held its 2014 Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, the Company's shareholders voted on the following proposals:

• To elect 13 directors nominated by the Board of Directors for a term ending at the 2015 annual meeting of shareholders or such other date as their successors may be elected and qualified;



• To approve the Northrim BanCorp, Inc. 2014 Stock Incentive Plan;

• To approve, by nonbinding vote, the compensation of the Company's named

executive officers; and

• To ratify the selection of Moss Adams LLP as the Company's independent

registered public accounting firm for the fiscal year 2014.

As of the April 7, 2014 record date for determination of the shareholders entitled to notice of, and to vote at, the Annual Meeting, 6,827,864 shares of the Company's common stock were outstanding and entitled to vote, each entitled to one vote per share. At the Annual Meeting, 5,983,514 shares of the Company's common stock, or 87.63%, which constituted a quorum, were represented in person or by proxy. The following are the final votes on the matters presented for shareholder consideration at the Annual Meeting:

Election of Directors DIRECTOR FOR WITHHOLD VOTES CAST BROKER NONVOTES R. Marc Langland 4,845,978 189,827 5,035,805 947,709 Joseph M. Beedle 4,847,285 188,520 5,035,805 947,709 Larry S. Cash 4,841,822 193,983 5,035,805 947,709 Mark G. Copeland 4,843,451 192,354 5,035,805 947,709 Ronald A. Davis 4,843,377 192,428 5,035,805 947,709 Anthony Drabek 4,602,013 433,792 5,035,805 947,709 Karl L. Hanneman 4,712,113 323,692 5,035,805 947,709 Richard L. Lowell 4,842,157 193,648 5,035,805 947,709 David J. McCambridge 4,712,277 323,528 5,035,805 947,709 Irene Sparks Rowan 4,830,076 205,729 5,035,805 947,709 John C. Swalling 4,527,882 507,923 5,035,805 947,709 Linda C. Thomas 4,924,149 111,656 5,035,805 947,709 David G. Wight 4,939,134 96,671 5,035,805 947,709



Approval of Northrim BanCorp, Inc. 2014 Stock Incentive Plan FOR AGAINST ABSTAIN VOTES CAST BROKER NONVOTES 4,817,600 197,026 21,179 5,035,805 947,709

Advisory Vote (Nonbinding) on Executive Compensation FOR AGAINST ABSTAIN VOTES CAST BROKER NONVOTES 4,918,897 67,116 49,792 5,035,805 947,709

Ratification of Selection of Moss Adams LLP as the Company's Independent Registered Accounting Firm for Fiscal Year 2014 FOR AGAINST ABSTAIN VOTES CAST BROKER NONVOTES 5,961,432 5,212 16,870 5,983,514

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Source: Edgar Glimpses


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