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 28, 2020
COMMUNITY WEST BANCSHARES
(Exact name of registrant as specified in its charter)
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California
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000-23575
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77-0446957
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(State or other jurisdiction of incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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445 Pine Avenue, Goleta, California
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93117
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(Address of principal executive offices)
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(Zip code)
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(805) 692-5821
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General instruction A.2.below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol (s)
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Name of each exchange on which registered
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Common Stock
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CWBC
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NASDAQ
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| Item 5.07 |
Submission of Matters to a Vote of Security Holders
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The Company held its 2020 Annual Meeting of Shareholders (Meeting) virtually via live webcast on May 28, 2020. There were issued and outstanding and entitled to vote at the Annual Meeting 8,472,463 shares of common
stock. Represented in person or by proxy, were 6,324,037 shares of common stock of the Company. The matters set forth below were voted upon:
Proposal No. 1 – Election of Directors
The election of ten nominees for the Board of Directors who will serve for a one-year term was voted on by the shareholders. The Inspector of Elections certified the following vote tabulations for the nominees, all of
whom were elected:
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Votes For
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Votes
Withheld
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Non
Votes
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Robert H. Bartlein
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4,608,344
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460,668
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1,255,025
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Jean W. Blois
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4,606,989
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462,023
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1,255,025
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Dana L. Boutain
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4,686,995
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382,017
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1,255,025
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Tom L. Dobyns
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4,608,344
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460,668
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1,255,025
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John D. Illgen
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4,608,334
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460,678
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1,255,025
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James W. Lokey
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4,686,995
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382,017
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1,255,025
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Shereef Moharram
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4,684,995
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384,017
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1,255,025
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William R. Peeples
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4,599,327
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469,685
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1,255,025
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Martin E. Plourd
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4,686,795
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382,217
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1,255,025
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Kirk B. Stovesand
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4,686,995
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382,017
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1,255,025
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Proposal No. 2 – To approve the Community West Bancshares 2020 Omnibus Equity Incentive Plan covering 500,000 shares of the Company’s Common Stock.
Inspector of Elections certified the following vote tabulations to approve the Community West Bancshares 2020 Omnibus Equity Incentive Plan which passed with more than the required number of “for” votes.
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Votes For
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Votes Against
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Abstain
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Non-Votes
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3,630,564
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1,386,061
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52,387
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1,255,025
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Proposal No. 3 - Ratification of the Company’s Independent Auditors
The Inspector of Elections certified the following vote tabulations for the proposal to ratify the selection of RSM US LLP, which passed with more than the required number of “for” votes:
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Votes For
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Votes Against
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Abstain
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Non-Votes
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6,314,566
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451
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9,020
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0
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SIGNATURES
Pursuant to the requirement 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.
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Date: May 29, 2020
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COMMUNITY WEST BANCSHARES
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/s/Susan C. Thompson
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Susan C. Thompson
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Executive Vice President and
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Chief Financial Officer
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