UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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(Exact Name of Registrant as Specified in Charter)
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
At the Company’s 2022 Annual Meeting, held on May 3, 2022, shareholders approved the following Board of Director’s proposals:
Proposal I – the election of David J. Nasca, David R. Pfalzgraf, Jr., Thomas H. Waring, Jr., and Lee C. Wortham as directors for a term of three years.
Proposal II – approval, on an advisory basis, of the compensation paid to the Company’s named executive officers.
Proposal III - the ratification of the appointment of Crowe LLP as the Company’s independent registered public accounting firm for fiscal year 2022.
The following table reflects the tabulation of votes with respect to the matters voted on at the 2022 Annual Meeting:
Proposal I: Election of Directors
David J. Nasca
FOR: 3,369,349
WITHHELD: 77,684
BROKER NON-VOTES: 807,253
David R. Pfalzgraf, Jr.
FOR: 3,289,241
WITHHELD: 157,792
BROKER NON-VOTES: 807,253
Thomas H. Waring, Jr.
FOR: 3,297,417
WITHHELD: 149,616
BROKER NON-VOTES: 807,253
Lee C. Wortham
FOR: 3,305,851
WITHHELD: 141,182
BROKER NON-VOTES: 807,253
Proposal II: The proposal to approve, on an advisory basis, the compensation paid to the Company’s named executive officers:
FOR: 3,225,033
AGAINST: 64,960
ABSTAIN: 157,040
BROKER NON-VOTES: 807,253
Proposal III: Ratification of the appointment of Crowe LLP as Evans Bancorp, Inc.’s independent registered public accounting firm for fiscal year 2022:
FOR: 4,189,392
AGAINST: 26,658
ABSTAIN: 38,236
The following directors also continued their terms in office following the 2022 Annual Meeting:
Michael A. Battle
James E. Biddle, Jr.
Jody L. Lomeo
Kevin D. Maroney
Robert G. Miller, Jr.
Kimberley A. Minkel
Christina P. Orsi
Michael J. Rogers
Nora B. Sullivan
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.
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May 4, 2022 | Evans Bancorp, Inc. |
| By: /s/ David J. Nasca |
| Name: David J. Nasca |
| Title: President and Chief Executive Officer |