8-K 1 a8kannualmtgresults20190606.htm 8-K Document



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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, 2019

CITIZENS COMMUNITY BANCORP, INC.
(Exact name of registrant as specified in its charter)

Maryland
(State or other jurisdiction of incorporation)
001-33003
 
20-5120010
(Commission File Number)
 
(I.R.S. Employer Identification No.)

2174 EastRidge Center, Eau Claire,
Wisconsin
 
 
54701
(Address of Principal Executive Offices)
 
(Zip Code)

715-836-9994
(Registrant's telephone number, including area code)

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):
  
 o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
 o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 
 o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 
 o
 
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, $.01 par value per share
CZWI
NASDAQ Global Market SM

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, 2019, Citizens Community Bancorp, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 10,990,033 shares of common stock were eligible to vote at the Annual Meeting. The matters voted on at the Annual Meeting were as follows:


1.   Proposal 1: Election of Directors:

Stephen M. Bianchi, James R. Lang and James D. Moll were elected directors of the Company. The results of the vote were as follows:


 
Name
 
Votes For      
 
Votes Withheld    
 
Broker Non-Votes   
Stephen M. Bianchi
 
6,672,662
 
1,075,173
 
2,368,314
James R. Lang
 
6,895,851
 
851,984
 
2,368,314
James D. Moll
 
6,892,802
 
855,033
 
2,368,314

2.   Proposal 2: Ratification of the Appointment of the Company’s Independent Registered Public Accounting Firm:

The stockholders approved the proposal to ratify the appointment by the Company’s Audit Committee of Baker Tilly Virchow Krause, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019. The results of the vote were as follows:
 
     Votes For     
 
 
     Votes Against     
 
 
        Abstentions        
 
Broker
   Non-Votes   
9,950,099
 
160,319
 
5,731
 

3.   Proposal 3: Advisory (non-binding) vote on the executive compensation of the Company’s named executive officers:

The stockholders approved the advisory (non-binding) proposal regarding the compensation of the Company’s named executive officers as disclosed in the Proxy Statement for the Annual Meeting. The results of the vote were as follows:

 
     Votes For     
 
 
     Votes Against     
 
 
        Abstentions        
 
Broker
   Non-Votes   
6,840,776
 
877,999
 
29,060
 
2,368,314












SIGNATURE

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.

 
 
CITIZENS COMMUNITY BANCORP, INC.
 
 
 
Date: June 7, 2019
 
By:
 
/s/ James S. Broucek
 
 
 
 
James S. Broucek
 
 
 
 
Chief Financial Officer