In light of the COVID-19 pandemic, for the safety of our directors, employees and stockholders, we have determined that the Annual Meeting will be held in a virtual meeting format only, with no physical in-person meeting.
Stockholder of Record
If you were a stockholder of record as of March 25, 2021 (the “Record Date”) (i.e., you held your shares in your own name as reflected in the records of our transfer agent, Computershare), you may attend the meeting by accessing the meeting center site at http://www.meetingcenter.io/260709723 and entering the 15-digit control number found on your proxy card or Notice of Internet Availability of Proxy Materials.
Beneficial Owner
If you were a beneficial owner of record as of the Record Date (i.e. you held your shares in an account at a bank or broker), you will need to obtain a legal proxy from your bank or broker. Once you have received a legal proxy from your bank or broker, please provide a scan or image of the legal proxy via email to our transfer agent, Computershare, at legalproxy@computershare.com, with “Legal Proxy” noted in the subject line. Requests for registration must be received no later than 5:00 p.m. Eastern time on May 17, 2021. You will then receive confirmation of your registration, with a 15-digit control number, by email from Computershare. You may then attend the meeting by accessing the meeting center site at http://www.meetingcenter.io/260709723 and entering the control number.
Who is entitled to vote at the Annual Meeting?
The record date for the Annual Meeting is March 25, 2021. Only holders of record of outstanding shares of HBT Financial common stock as of the close of business on the record date are entitled to notice of, and to vote at, the Annual Meeting of any adjournments or postponements of the Annual Meeting.
What vote is required to approve the proposals at the Annual Meeting?
The election of nominees for director requires a plurality of the votes properly cast. Plurality means that the nine (9) nominees who receive the largest number of votes cast “FOR” will be elected as directors. Abstentions and broker non-votes (as described below) will have no effect on the outcome of the vote on the election of directors.
The ratification of the appointment of RSM US LLP as our independent registered public accounting firm for the year ending December 31, 2021 requires the affirmative vote of a majority of the common stock present, in person or by proxy, at the Annual Meeting and entitled to vote on the proposal. Abstentions have the same effect as a vote cast against the proposal. Broker non-votes will have no effect on the outcome of the vote on the proposal.
On March 25, 2021, the record date for the meeting, HBT Financial had 27,397,984 shares of common stock outstanding, all of one class and each share having one vote with respect to all matters to be voted on at the meeting. Information as to common stock ownership of certain beneficial owners and management is set forth in the table in the “Stock Ownership Matters” section.
Stockholders who deliver valid proxies or vote in person at the Annual Meeting will be considered part of the quorum. Abstentions will be counted as present and entitled to vote for purposes of determining a quorum. Broker “non-votes” (as described below) are counted as present and entitled to vote for purposes of determining a quorum.
What is the difference between holding shares as a stockholder of record and as a beneficial owner?
Stockholder of Record
If your shares are registered directly in your name with HBT Financial’s transfer agent, Computershare, you are considered the “stockholder of record” with respect to those shares. As a stockholder of record, you have the right to grant your voting proxy directly to the persons named as proxy holders, Fred L. Drake, J. Lance Carter and Diane H. Lanier, or to vote in person at the Annual Meeting. If you requested printed proxy materials, we have enclosed an accompanying proxy card for you to use. You may also submit your vote via the Internet or by telephone by following the instructions on the accompanying proxy card, as described below under “How can I vote my shares?”