Summary of FirstSun Capital Bancorp's Extraordinary General Meeting Company Overview - Company: FirstSun Capital Bancorp (NasdaqGS: FSUN) - Meeting Date: February 27, 2026 - Type of Meeting: Extraordinary General Meeting of Stockholders Key Proposals and Votes 1. FirstSun Merger Proposal - Proposal to adopt the Agreement and Plan of Merger with First Foundation Inc. - The board recommends a vote in favor of this proposal. - Outcome: Approved [12] 2. FirstSun Authorized Common Increase Proposal - Proposal to amend the certificate of incorporation to increase the number of authorized shares of FirstSun common stock. - The board recommends a vote in favor of this proposal. - Outcome: Approved [12] 3. FirstSun Non-Voting Common Stock Proposal - Proposal to create a class of non-voting common stock for issuance to certain First Foundation stockholders in connection with the merger. - The board recommends a vote in favor of this proposal. - Outcome: Approved [12] 4. Adjournment Proposal - Proposal to adjourn the meeting if necessary to permit further solicitation of proxies for the above proposals. - The board recommends a vote in favor of this proposal, but it became moot as the previous proposals were approved. - Outcome: Withdrawn [12] Meeting Procedures and Attendance - Quorum: More than 89% of FirstSun's issued and outstanding shares entitled to vote were present, either virtually or by proxy, confirming a quorum [5]. - Voting Process: Online voting was open until the polls were closed after the proposals were presented [6][11]. - Inspector of Election: Laura Cisneros was appointed to oversee the voting process and certify the results [5]. Additional Information - Record Date: January 9, 2026, was set as the record date for determining stockholders entitled to vote [4]. - Proxy Materials: Joint proxy statement and notice of the special meeting were mailed starting January 15, 2026 [4]. - Final Results Filing: The final voting results will be filed on a Form 8-K with the SEC [13]. Conclusion - The meeting concluded with all key proposals being approved, indicating a positive direction for FirstSun Capital Bancorp and its merger with First Foundation Inc. The leadership expressed appreciation to stockholders for their participation [13].
FirstSun Capital (NasdaqGS:FSUN) 2026 Extraordinary General Meeting Transcript