0000906318-16-000109.txt : 20160427 0000906318-16-000109.hdr.sgml : 20160427 20160427161526 ACCESSION NUMBER: 0000906318-16-000109 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160426 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160427 DATE AS OF CHANGE: 20160427 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LCNB CORP CENTRAL INDEX KEY: 0001074902 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 311626393 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35292 FILM NUMBER: 161595540 BUSINESS ADDRESS: STREET 1: 2 NORTH BROADWAY CITY: LEBANON STATE: OH ZIP: 45036 BUSINESS PHONE: 5139321414 MAIL ADDRESS: STREET 1: 2 NORTH BROADWAY CITY: LEBANON STATE: OH ZIP: 45036 8-K 1 lcnb8k42616.htm FORM 8-K .




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):  April 26, 2016

LCNB CORP.

(Exact name of Registrant as specified in its Charter)



Ohio

 

001-35392

31-1626393

(State or other jurisdiction of incorporation)

 

(Commission File No.)

(IRS Employer Identification Number)



2 North Broadway, Lebanon, Ohio

45036

 

(Address of principal executive offices)

(Zip Code)

 


Registrant’s telephone number, including area code:   (513) 932-1414

N/A

(Former name or former address, if changed since last report)









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


The Annual Meeting of the shareholders of LCNB was held on April 26, 2016.  At the meeting, the following items were voted on by the shareholders of LCNB:  

1.  Electing three Class II directors for a three-year term;

2.  Amending the Amended and Restated Articles of Incorporation to increase the authorized shares of common stock; and

3.

Ratifying the appointment of BKD, LLP as the independent registered accounting firm for LCNB for the fiscal year ending December 31, 2016.

The following nominees were elected as Class I directors by the votes indicated below. In addition to the votes reported below, there were 2,418,549 broker non-votes on the proposal for the election of directors.


 

 

 

 

 

Director

 

For

 

Withheld

Steve P. Foster

 

5,309,050

 

61,714

Anne E. Krehbiel

 

5,274,711

 

96,053

Valerie S. Krueckeberg

 

5,233,279

 

137,386


The amendment to the Amended and Restated Articles of Incorporation to increase authorized shares of common stock. There were no broker non-votes on this proposal.

For

 

Against/Abstained

 

 

7,039,933

 

602,067

 


The ratification of the appointment of BKD, LLP as the independent registered accounting firm for LCNB was approved by the votes indicated below.  There were no broker non-votes on this proposal.

 

 

 

 

 

 

For

 

Against/Abstained

 

 

7,630,571

 

41,597

 


Item 7.01     Regulation FD Disclosure.


On April 27, 2016, LCNB issued a press release announcing the election of Valerie S. Krueckeberg as a new member of its Board of Directors. A copy of the release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  


Item 9.01.  Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.

Description

99.1

Press release dated April 27, 2016




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 thereunto duly authorized.


 

 

 

 

 

 

 

LCNB CORP.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Date: April 27, 2016

 

 

By:  /s/ Robert C. Haines II

 

 

 

 

 

 

 

 

Robert C. Haines II

Chief Financial Officer

 

 

 

 

 

 

 

 





 EX-99 2 ex991.htm EXHIBIT 99.1 Converted by EDGARwiz



Exhibit 99.1




April 27, 2016


For more information contact

Stephen P. Wilson, Chairman

Steve P. Foster, CEO & President

at 800-344-BANK


TO ALL MEDIA:

FOR IMMEDIATE RELEASE


RE:   Valerie S. Krueckeberg elected to LCNB Corp. Board of Directors

Lebanon, Ohio:  LCNB Corp. (Symbol: LCNB) At the Annual Meeting of Shareholders of LCNB Corp. held Tuesday, April 26, 2016, Valerie S. Krueckeberg was elected to serve on the Board of Directors of LCNB Corp. and LCNB National Bank, its wholly-owned subsidiary.

Ms. Krueckeberg is a Certified Public Accountant. Through her firm, she provides a variety of finance and accounting advisory and consulting services to her clients. Prior to starting her firm, she was a Partner at KPMG LLP. She has previously served as a Board member and Audit Committee chairperson for Kenra, Ltd, Board member and Interim Executive Director of The Children’s Theatre of Cincinnati, Inc., and Interim Controller for Medpace, Inc.

Ms. Krueckeberg is the current chairperson of The Ohio CPA Foundation Board of Trustees and is a member of the Ohio Society of Certified Public Accounts and the American Institute of Certified Public Accountants. The Miami University graduate serves on the Miami University Accountancy Advisory Group and is an active volunteer for Mason, Ohio, city schools.

LCNB Corp. is a financial holding company headquartered in Lebanon, Ohio. LCNB National Bank is its wholly-owned, FDIC insured subsidiary with 36 offices located in Butler, Clinton, Clermont, Fayette, Hamilton, Montgomery, Preble, Ross, and Warren, Counties, Ohio. Additional information about LCNB Corp. and information about products and services offered by LCNB National Bank can be found on the Internet at www.LCNB.com.