8-K

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): May 15, 2020

CORTLAND BANCORP

(Exact name of registrant as specified in its charter)

Ohio	001-38827	34-1451118
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

194 West Main Street, Cortland, Ohio 44410

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (330) 637-8040

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 (see General Instructions 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, No Par Value	CLDB	NASDAQ Capital 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 8.01 OTHER EVENTS

On May 15, 2020, Cortland Bancorp announced that it was again named to American Banker magazine’s Top 200 Publicly Traded Community Banks and Thrifts. In its May 2020 issue, American Banker ranked Cortland Bancorp 105^th on the list of top performing publicly traded community banks, a significantly improved performance from Cortland Bancorp’s ranking as #134 on last year’s list. The rankings are based on three-year average return on equity (ROE) as of the end of the previous year.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibit 99.1 – Press Release dated May 15, 2020

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.

CORTLAND BANCORP
By:	/s/ James M. Gasior
	James M. Gasior, President

Date: May 15, 2020

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:    James M Gasior

President and Chief Executive Officer

330-637-8040 Ext. 1111

jgasior@cortlandbank.com

Cortland Bancorp Again Makes American Banker Magazine’s List of Top 200 Publicly

Traded Community Banks and Thrifts

Local bank ranked #105 in 2020, up from #134 in 2019

CORTLAND, OHIO, May 15, 2020 - Cortland Bancorp. (NASDAQ: CLDB), the bank holding company of The Cortland Savings and Banking Company, today announced that it was again named to American Banker magazine’s Top 200 Publicly Traded Community Banks and Thrifts. In its May 2020 issue, American Banker ranked Cortland Bancorp 105^th on the list of top performing publicly traded community banks, a significantly improved performance from Cortland Bancorp’s ranking as #134 on last year’s list. The rankings are based on three-year average return on equity (ROE) as of the end of the previous year.

“We are honored to again be recognized by American Banker,” said James M. Gasior, President and Chief Executive Officer. “The credibility of such third-party validation speaks volumes of Cortland Bancorp’s ongoing efforts to enhance shareholder value. We are proud to be recognized alongside other community banks with reputations for financial strength and community service.”

Cortland Bancorp, headquartered in Cortland, Ohio, is a bank holding company with total assets in excess of $700 million. The bank operates 14 full-service banking centers and an LPO office in Fairlawn, Ohio. Additional information is available at www.cortlandbank.com.