Item 5.07 Submission of Matters to a Vote of Security Holders
(a) On May 18, 2021, Bank of the James Financial Group, Inc. (the Company) held its Annual Meeting of Shareholders for which
the board of directors solicited proxies.
(b) As of March 23, 2021, the record date for the determination of the shareholders
entitled to notice of, and to vote at, the Annual Meeting, there were 4,234,836 shares of common stock outstanding and eligible to vote. 3,447,075 shares, or approximately 79.70% of the outstanding shares, were represented at the meeting in person
or by proxy.
At the Annual Meeting, the shareholders of the Company voted on the following matters as described in the Companys
Proxy Statement dated April 10, 2021.
Proposal No. 1. The Companys shareholders elected four
(4) Group Three directors to serve on the board of directors for a three-year term to expire at the Companys 2024 annual meeting of shareholders, as set forth below:
|
|
|
|
|
|
|
|
|
Name
|
|
Group
|
|
Votes For
|
|
Withheld Votes
|
|
Broker Non-Votes
|
Lewis C. Addison
|
|
Three
|
|
2,335,689
|
|
331,251
|
|
780,135
|
John R. Alford, Jr.
|
|
Three
|
|
2,553,066
|
|
113,874
|
|
780,135
|
William C. Bryant III
|
|
Three
|
|
2,531,566
|
|
135,374
|
|
780,135
|
J. Todd Scruggs
|
|
Three
|
|
2,533,965
|
|
132,975
|
|
780,135
|
Proposal No. 2. The Companys shareholders ratified the appointment of Yount,
Hyde & Barbour, P.C., of Winchester, Virginia, as the Companys independent registered public accounting firm for the year ending December 31, 2021, as set forth below:
|
|
|
|
|
|
|
Votes For
|
|
Votes Against
|
|
Abstentions
|
|
Broker Non-Votes
|
3,437,214
|
|
4,712
|
|
5,149
|
|
|
Proposal No. 3. The Companys shareholders approved the non-binding, advisory resolution approving the compensation of the Companys named executive officers as disclosed in the Proxy Statement pursuant to the compensation disclosure rules of the SEC, as set forth
below:
|
|
|
|
|
|
|
Votes For
|
|
Votes Against
|
|
Abstentions
|
|
Broker
Non-Votes
|
2,380,178
|
|
246,186
|
|
40,576
|
|
780,135
|
The voting results for each proposal are the final voting results.
(c) Not applicable.
(d) Not
applicable
2