Attached files
| file | filename |
|---|---|
| EX-3.2 - EXHIBIT 3.2 - CB Financial Services, Inc. | exh_32.htm |
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): May 20, 2020
CB FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
| Pennsylvania | 001-36706 | 51-0534721 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
100 North Market Street, Carmichaels, Pennsylvania 15320
(Address of principal executive offices, including zip code)
(724) 966-5041
(Registrant’s telephone number, including area code)
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)) |
|
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, par value $0.4167 per share | CBFV | The Nasdaq Stock Market, LLC |
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 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
Effective May 20, 2020, CB Financial Services, Inc. (the “Company”) adopted an amendment to Article V, Section 5.2 of the Company’s Bylaws pertaining to the offices of Chairman of the Board and Vice Chairman of the Board. The text of Article V, Section 5.2, as amended, is as follows (deleted language is stricken):
“5.2 Chairperson of the Board. The Board
of Directors shall appoint one of its members to be Chairperson of the Board to serve at the pleasure of the Board. Such person
shall preside at all meetings of the Board of Directors. The Chairperson of the Board shall supervise the carrying of the policies
adopted or approved by the Board; shall have general executive powers, as well as the specific powers conferred
by these Bylaws; shall also have and may exercise such further powers and duties as from time to time may be conferred upon, or
assigned by the Board of Directors. The Board of Directors shall also appoint a Vice Chairperson of the Board to serve at the pleasure
of the Board, who on the absence of the Chairperson shall have the duties and powers of the Chairperson.”
A copy of the Company’s Bylaws, as amended, is filed as Exhibit 3.2 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 3.2 | Bylaws of CB Financial Services, Inc., as amended |
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 thereunto duly authorized.
| CB FINANCIAL SERVICES, INC. | ||
| Date: May 20, 2020 | By: | /s/ Barron P. McCune, Jr. |
|
Barron P. McCune, Jr. President and Chief Executive Officer |