Form 8-K First Savings Financial For: Feb 07

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February 8, 2023 12:55 PM EST

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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): February 7, 2023

FIRST SAVINGS FINANCIAL GROUP, INC.

(Exact Name of Registrant as Specified in Charter)

Indiana	001-34155	37-1567871
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

702 North Shore Drive, Suite 300, Jeffersonville, Indiana	47130
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (812) 283-0724

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:

¨	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 $0.01 per share		FSFG		The Nasdaq Stock Market LLC

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

The 2023 Annual Meeting of Shareholders of First Savings Financial Group, Inc. (the “Company”) was held on February 7, 2023. The final results of the vote on each matter submitted to a vote of shareholders are as follows:

The following individuals were elected as directors of the Company, each to serve for a three-year term or until his successor is duly elected and qualified, by the following vote:

	For		Withhold		Broker Non-Votes
L. Chris Fordyce		3,439,529		593,282		1,436,724
Troy D. Hanke		3,563,513		469,298		1,436,724
Larry W. Myers		3,670,807		362,004		1,436,724

The appointment of FORVIS, LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2023, was ratified by the following non-binding advisory vote:

For				Against				Abstain				Broker Non-Votes
	5,268,099				193,399				8,037				0

A resolution to approve the compensation of the Company’s named executive officers, as disclosed in the proxy statement, was approved by the following non-binding advisory vote:

For				Against				Abstain				Broker Non-Votes
	3,739,107				210,079				83,625				1,436,724

The determination of the frequency of the shareholder vote to approve the compensation of the Company’s named executive officers was determined by the following non-binding advisory vote:

Every Year				Every Two Years				Every Three Years				Abstentions				Broker Non-Votes
	3,265,108				38,113				679,617				49,973				1,436,724

Based on the above vote, the Company has determined to include a shareholder vote on the compensation of the Company’s named executive officers in its annual meeting proxy solicitation materials on an annual basis until the next required vote on the frequency of the shareholder vote on executive compensation, which will occur at the Company’s 2029 Annual Meeting of Shareholders.

Item 7.01.

Regulation FD Disclosure.

President and Chief Executive Officer, Larry W. Myers, delivered remarks at the 2023 Annual Meeting of Shareholders. The text of his remarks is furnished as Exbibit 99.1 hereto and is incorporated into this Item 7.01 by reference.

Item 9.01.

Financial Statements and Exhibits.

(a)

Not applicable.

(b)

Not applicable.

(c)

Not applicable

(d)

Exhibits

99.1

Remarks Delivered by President and Chief Executive Officer, Larry W. Myers

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.