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 29, 2020

CSB BANCORP, INC.

(Exact name of Registrant as Specified in Its Charter)

Registrant’s Telephone Number, Including Area Code: (330) 674-9015

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):

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

Section 5 – Corporate Governance and Management

Item 5.02.   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Director J. Thomas Lang, having reached mandatory retirement age, could not stand for re-election and retired effective as of the CSB Bancorp, Inc. (“CSB”) 2020 Annual Meeting of Shareholders (the “2020 Annual Meeting”).

On May 1, 2020, Mr. Brett Gallion, age 33, was appointed Senior Vice President, Chief Operating Officer, and Chief Information Officer of CSB.

Mr. Gallion has held the position of Senior Vice President, Chief Operating Officer, and Chief Information Officer of The Commercial & Savings Bank (the “Bank”), a wholly owned affiliate, since October 2018; Senior Vice President and Senior Operations Officer of the Bank since February 2016, and joined the Bank in 2004.

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

CSB held the 2020 Annual Meeting on April 29, 2020. At the close of business on March 3, 2020, the voting record date, there were 2,742,350 CSB common shares outstanding and entitled to vote. At the 2020 Annual Meeting, 1,964,563, or 71.6%, of the outstanding common shares entitled to vote were represented by proxy or in person.  A summary of the matters voted upon by the shareholders and the final voting results for each such matter are set forth below.

Other directors whose term of office continued after the Annual Meeting:

Julian L. Coblentz

Cheryl M. Kirkbride

Jeffery A. Robb, Sr.

Eddie L. Steiner

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.

Date: May 1, 2020