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Form 8-K Current Report

Apr 28, 2025 U.S. Markets via PUBT 4 min read

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April 28, 2025 (U.S. Markets via PUBT) –

FEDERAL DEPOSIT INSURANCE CORPORATION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 25, 2025

FIRST BANK

(Exact Name of Registrant as Specified in Charter)

New Jersey

58481

20-8164471

(State or Other Jurisdiction of Incorporation)

(FDIC Certificate Number)

(I.R.S. Employer Identification No.)

2465 Kuser Road Hamilton, New Jersey 08690

(Address of Principal Executive Offices, and Zip Code )

(877) 821-2265

Registrant's Telephone Number, Including Area Code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $5.00 per share

FRBA

Nasdaq Global Market

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

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

First Bank (the "Bank") held its 2025 annual meeting of shareholders (the "2025 Annual Meeting") on April 25, 2025 . The results of the items voted on at the 2025 Annual Meeting are listed below.

Proposal 1: By the following vote, shareholders elected eleven (11) directors of the Bank to serve until the 2026 annual meeting of shareholders, each until his or her replacement has been duly elected:

Nominee

For

Withheld

Abstain

Broker Non-Votes

Patrick M. Ryan

16,425,263

265,388

4,740

3,895,976

Leslie E. Goodman

16,237,045

452,077

6,269

3,895,976

Patrick L. Ryan

16,443,794

245,012

6,585

3,895,976

Zaid Alsikafi

16,506,136

180,864

8,391

3,895,976

Douglas C. Borden

16,129,176

561,890

4,325

3,895,976

Andrew Fish

16,516,811

173,078

5,502

3,895,976

Scott R. Gamble

16,424,462

266,437

4,492

3,895,976

Deborah Paige Hanson

16,439,814

246,802

8,775

3,895,976

Glenn M. Josephs

16,065,263

625,512

4,616

3,895,976

Michael E. Salz

16,346,366

343,066

5,959

3,895,976

Neha Shah

16,442,043

245,803

7,545

3,895,976

Proposal 2: By the following vote, shareholders approved, on an advisory, non-binding basis, the 2024 compensation paid to our named executive officers:

For

Against

Abstentions

Broker Non-Votes

16,089,801 533,412 72,178 3,895,976

Proposal 3: By the following vote, shareholders ratified the appointment of BDO USA, P.C. as the Bank's independent public accounting firm for the year ending December 31, 2025 :

For

Against

Abstentions

Broker Non-Votes

20,542,463 47,601 1,303 -

Item 8.01. Other Events

At the First Bank 2025 Board of Directors Re-Organization meeting, which immediately followed the 2025 Annual Meeting, the First Bank Board of Directors (the "Board") approved the appointment of Leslie E. Goodman as the Chairman of the Board. Patrick M. Ryan , the previous Chairman of the Board, will remain as a member of the Board.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FIRST BANK

Dated: April 28, 2025

By:

/s/ Andrew L. Hibshman

Andrew L. Hibshman

Executive Vice President and

Chief Financial Officer

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First Bank published this content on April 28, 2025 , and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on April 28, 2025 at 19:09 UTC .

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