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): June 20, 2013

 

EMBASSY BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

 

 

Pennsylvania   

 

000-1449794

 

26-3339011

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer

of incorporation)

 

 

 

 

Identification No.)

 

 

 

 

 

 

100 Gateway Drive, Suite 100

 

 

 

 

 

Bethlehem, PA

 

 

18017

(Address of principal executive offices)

 

 

(Zip Code)

 

 

 

 

 

 

 

 

 

Registrant’s telephone number, including area code: (610) 882-8800

 

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))

 

 



 

 

 

Item 5.07

Submission of Matters to Vote of Security Holders.

            Embassy Bancorp, Inc. (the “Company”) held its 2013 Annual Meeting of Shareholders (the “Annual Meeting”) on June 20, 2013, at which the Company’s shareholders were asked to vote on the following four proposals: (1) the election of four Class 3 Directors for a 3-year term; (2) approval, in an advisory vote, of the Company’s executive compensation; (3) approval, in an advisory vote, of the frequency of future advisory votes on executive compensation; and (4) ratification of the appointment of ParenteBeard LLC as the Company’s independent registered public accounting firm for the year ending December 31, 2013.  The final results of the shareholders’ votes are as follows:

 

Proposal 1 - Election of Directors

 

 

 

 

 

 

 

 

 

 

Nominee

 

For

 

Withheld

 

 

Broker Non-Votes

Bernard M. Lesavoy

 

4,242,826

 

115,543

 

 

803,692

David M. Lobach, Jr.

 

4,239,476

 

142,077

 

 

803,692

John C. Pittman

 

3,318,574

 

763,670

 

 

803,692

John T. Yurconic

 

4,165,581

 

136,186

 

 

803,692

Messrs. Lesavoy, Lobach, Jr., Pittman and Yurconic were elected.

 

Proposal 2 – Advisory Vote Regarding Executive Compensation

 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

3,939,560

 

269,535

 

77,203

 

803,692

Proposal 3 – Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation

 

 

 

 

 

 

 

 

 

 

One Year

 

Two Years

 

Three Years

 

Abstentions

 

Broker Non-Votes

656,984

 

121,786

 

3,234,710

 

272,818

 

803,692

Proposal 4 Ratification of the Appointment of Independent Registered Public Accounting Firm

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Votes

4,143,577

 

6,290

 

136,431

 

803,692

 


 

SIGNATURE

 

            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.

 

 

 

 

 

 

 

 

 

 

Embassy Bancorp, Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Date:  June 21, 2013

 

By:

/s / Judith A. Hunsicker

 

 

 

Name:

Judith A. Hunsicker

 

 

 

Title:

Senior Executive Vice President,

 

 

 

 

Chief Operating and Financial Officer