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 18, 2011
 
Peoples Bancorp, Inc.
(Exact name of registrant as specified in its charter)
 
Maryland
0-24169
52-2027776
(State or other jurisdiction of
(Commission file number)
(IRS Employer
incorporation or organization)
 
Identification No.)
 
P.O. Box 210, 100 Spring Avenue, Chestertown, Maryland 21620
(Address of principal executive offices) (Zip Code)

(410) 778-3500
(Registrant’s telephone number, including area code)

N/A
(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 obligations of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

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

At the Annual Meeting of Stockholders of Peoples Bancorp, Inc. (the “Company”) held on May 18, 2011, the stockholders voted on (i) the election of 12 director nominees (Proposal 1), and (ii) the ratification of the appointment of the Company’s independent registered public accounting firm for fiscal year 2011 (Proposal 2).  These matters were submitted to a vote through the solicitation of proxies.  The results of the votes are set forth below:

Proposal 1 - To elect 12 individuals to serve as directors until the 2012 Annual Meeting of Stockholders and until their successors are duly elected and qualify.

Director Nominee
For
Withheld
Abstain
Broker Non-Votes
E. Jean Anthony
510,347
500
4,506
24,112
Robert W. Clark, Jr.
510,347
500
4,506
24,112
LaMonte E. Cooke
510,347
500
4,506
24,112
Gary B. Fellows
510,347
500
4,506
24,112
Herman E. Hill, Jr.
510,347
500
4,506
24,112
Patricia Joan Ozman Horsey
507,685
3,162
4,506
24,112
P. Patrick McClary
510,347
500
4,506
24,112
Alexander P. Rasin, III
509,225
1,622
4,506
24,112
Stefan R. Skipp
510,347
500
4,506
24,112
Thomas G. Stevenson
510,347
500
4,506
24,112
Elizabeth A. Strong
510,047
800
4,506
24,112
William G. Wheatley
510,347
500
4,506
24,112

Proposal 2 - To ratify the appointment of Rowles & Company, LLP as the Company’s independent registered public accounting firm for fiscal year 2011.

For
Against
Abstain
Broker Non-Votes
529,172
5,964
0
4,329
 
SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.
 
 
PEOPLES BANCORP, INC.
 
       
Dated:  May 23, 2011
By:
/s/ Thomas G. Stevenson  
   
Thomas G. Stevenson
 
   
President, CEO and CFO