Item 5.07 Submission of Matters to a Vote of Security Holders

On April 12, 2022, City Holding Company (the "Company") held its 2022 Annual Meeting of Shareholders ("2022 Annual Meeting") in Charleston, WV. The Company's Board of Directors fixed the close of business on February 24, 2022, as the record date for the determination of shareholders entitled to notice and vote at the 2022 Annual Meeting. As of February 24, 2022, there were 15,065,885 issued and outstanding shares of Common Stock (exclusive of 3,995,663 shares held as treasury stock which were not voted). A total of 12,428,100 shares of common stock were voted in person or by proxy, representing 82.49 percent of the shares entitled to be voted. Following are the final voting results on the matters considered and voted upon at the 2022 Annual Meeting, all of which are described in the Proxy Statement for the 2022 Annual Meeting.

Proposal 1-Election of Directors. The Company's shareholders elected the following five nominees to serve as Class II Directors on the Board of Directors of the Company until the 2025 Annual Meeting of Shareholders or until a successor is duly elected and qualified, one nominee as a Class I director to serve for a term of two years, and one nominee as a Class III director to serve for a term of one year.



                         Class              For     Against     Abstain      Broker
                                                                           Non-Vote

Charles W. Fairchilds      II        10,452,685      62,364      36,996   1,876,055
William H. File III        II         8,942,201   1,503,374     106,471   1,876,054
Tracy W. Hylton II         II         9,709,607     800,198      42,241   1,876,054
C. Dallas Kayser           II         9,602,110     902,292      47,644   1,876,054
Sharon H. Rowe             II         9,275,059   1,238,233      38,755   1,876,053
Gregory A. Burton          I         10,469,956      37,406      44,684   1,876,054
Javier A. Reyes           III        10,458,581      47,485      45,980   1,876,054

Proposal 2-Ratification of the Appointment of the Independent Registered Public Accounting Firm. The Company's shareholders ratified, on an advisory basis, the appointment of Crowe LLP as the Company's independent registered public accounting firm for 2022.



           For     Against     Abstain   Broker Non-Vote

    12,370,219      15,278      42,603                 0

Proposal 3-Non-Binding Advisory Vote to Approve Executive Compensation. The Company's shareholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers disclosed in the Proxy Statement for the 2022 Annual Meeting.



           For     Against     Abstain   Broker Non-Vote

    10,101,604     361,609      88,832         1,876,055




                                      -2-

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses