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: May 9, 2017

 

 


HOMETOWN BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)  

 


 

Virginia

 

333-158525

 

26-4549960

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

 

202 S. Jefferson Street

Roanoke, Virginia

 

24011

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (540) 345-6000

 

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:

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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 annual meeting of shareholders of the Company held on May 9, 2017 (the “Annual Meeting”), the matters listed below were submitted to a vote of the Company’s shareholders. Set forth below are the final voting results on each such matter.

 

 

1.

Election of Directors. Three persons were nominated by the Board of Directors for election as directors of the Company, serving until the 2020 annual meeting. Each nominee was elected and the final results of the votes cast for, votes withheld and broker non-votes were as follows:

 

           

Votes

   

Broker

 

Name of Nominee

 

Votes For

   

Withheld

   

Non-Votes

 
                         

To serve until the 2020 Annual Meeting:

                       

George B. Cartledge, Jr.

    2,545,533       38,554       634,733  

Warner Dalhouse

    2,528,945       55,142       634,733  

Marc S. Fink

    2,545,204       38,883       634,733  

 

 

2.

Approval of the non-binding advisory resolution approving the compensation of the named executive officers ("Say-On-Pay").

 

Votes For

   

Votes

Against

   

Abstentions

   

Broker

Non-Votes

 
                           
2,451,817       41,454       90,816       634,733  

 

 

 

3.

Ratification of the appointment of Yount, Hyde & Barbour, P.C. as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2017.

 

Votes For

   

Votes

Against

   

Abstentions

   

Broker

Non-Votes

 
                           
3,180,550       23,207       15,063       0  

 

 

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.

 

 

 

 

 

 

 

 

HOMETOWN BANKSHARES CORPORATION

Date: May 12, 2017

 

By:

 

 

/s/ Vance W. Adkins 

 

 

 

 

 

Vance W. Adkins

 

 

 

 

Executive Vice President and Chief Financial Officer