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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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):June 6, 2024
Ameris Bancorp
(Exact Name of Registrant as Specified in Charter)
Georgia001-1390158-1456434
(State or Other Jurisdiction of Incorporation)(Commission File Number) (IRS Employer Identification No.)
    
3490 Piedmont Road N.E., Suite 1550
Atlanta,Georgia30305
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code:(404)639-6500
(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 communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications 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:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $1.00 per share
ABCB
Nasdaq Global Select Market

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

On June 6, 2024, Ameris Bancorp (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, there were present in person or by proxy 61,265,065 shares of the Company’s common stock, $1.00 par value per share, representing 88.77% of the shares outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, the Company’s shareholders: (1) elected 13 members to the Board of Directors of the Company to serve until the Company's 2025 Annual Meeting of Shareholders; (2) ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024; (3) approved, on an advisory basis, the compensation of the Company’s named executive officers; and (4) approved the recommendation of the Company’s Board of Directors that future advisory votes on the compensation of the Company’s named executive officers be held annually, as a result of which the Company will continue to hold such advisory votes on executive compensation each year until the next advisory vote is held regarding the frequency of such vote. Each of the foregoing proposals was set forth and described in the Notice of Annual Meeting and Proxy Statement of the Company dated April 23, 2024. The voting results for each proposal are as follows:

1.Election of the following director nominees by a majority vote to serve as directors until the annual meeting of shareholders to be held in 2025:
NomineeForAgainstAbstentionsBroker Non-Votes
William I. Bowen, Jr.54,369,8371,660,60017,5365,217,092
Rodney D. Bullard55,831,967198,37517,6315,217,092
Wm. Millard Choate55,864,655168,97014,3485,217,092
R. Dale Ezzell54,856,7661,170,07521,1325,217,092
Leo J. Hill54,194,3491,798,27955,3455,217,092
Daniel B. Jeter55,115,609911,23021,1345,217,092
Robert P. Lynch54,696,4081,330,36221,2035,217,092
Elizabeth A. McCague54,547,9371,483,25116,7855,217,092
Claire E. McLean56,006,44723,94017,5865,217,092
James B. Miller, Jr.55,157,770873,00017,2035,217,092
Gloria A. O'Neal55,865,497169,12313,3535,217,092
H. Palmer Proctor, Jr.55,463,252570,95413,7675,217,092
William H. Stern52,047,2503,949,71151,0125,217,092

2.Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024 by a vote of 61,217,872 for, 25,192 against, 22,001 abstentions and 0 broker non-votes.
3.Approval, on an advisory basis, of the compensation of the Company’s named executive officers by a vote of 51,599,738 for, 4,090,173 against, 358,062 abstentions and 5,217,092 broker non-votes.
4.Advisory vote on the frequency of the advisory vote on the compensation of the Company’s named executive officers, with votes of 4,666,105 for three years, 9,379 for two years, 51,111,294 for one year and 261,195 abstaining.




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
AMERIS BANCORP
By:/s/ Nicole S. Stokes
Nicole S. Stokes
Chief Financial Officer


Date: June 10, 2024



v3.24.1.1.u2
Cover Page
Jun. 06, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jun. 06, 2024
Entity Registrant Name Ameris Bancorp
Entity Incorporation, State or Country Code GA
Entity File Number 001-13901
Entity Tax Identification Number 58-1456434
Entity Address, Address Line One 3490 Piedmont Road N.E., Suite 1550
Entity Address, City or Town Atlanta,
Entity Address, State or Province GA
Entity Address, Postal Zip Code 30305
City Area Code (404)
Local Phone Number 639-6500
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $1.00 per share
Trading Symbol ABCB
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000351569
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