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):  November 17, 2017

BANCORP 34, INC.
(Exact Name of Registrant as Specified in Charter)

Maryland
 
001-37912
 
74-2819148
(State or Other Jurisdiction)
 
(Commission File No.)
 
(I.R.S. Employer
of Incorporation)
 
Identification No.)
 
500 East 10th Street, Alamogordo, New Mexico
 
88310
(Address of Principal Executive Offices)
 
(Zip Code)

Registrant's telephone number, including area code: (575) 437-9334

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 Instruction A.2. below):

[  ]  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))

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 [X]

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

On November 17, 2017, the stockholders of Bancorp 34, Inc. (the "Company") approved the Bancorp 34, Inc. 2017 Equity Incentive Plan (the "Equity Plan").  A description of the material terms of the Equity Plan is contained in the Company's definitive proxy statement for the Annual Meeting of Stockholders filed with the Securities and Exchange Commission on October 13, 2017. A copy of the Equity Plan is being filed as Exhibit 10.1 to this Current Report.
 
 Item 5.07
Submission of Matters to a Vote of Security Holders
 
The Annual Meeting of Stockholders was held on November 17, 2017.  The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on October 13, 2017.  The final results of the stockholder vote are as follows:

1.
The election of directors of the Company, to serve for three-year terms and until their successors are elected and qualified.

   
For
 
Withhold
 
Broker Non-Votes
  James D. Harris
 
1,493,126
 
111,478
 
1,139,982
Elaine E. Ralls
 
1,457,975
 
146,629
 
1,139,982

2.
The ratification of the appointment of Moss Adams LLP as the independent registered public accounting firm for the year ending December 31, 2017.

For
 
Against
 
Abstain
 
Broker Non-Votes
2,666,465
 
66,986
 
11,135
 

3.
The approval the Bancorp 34, Inc. 2017 Equity Incentive Plan.

For
 
Against
 
Abstain
 
Broker Non-Votes
1,071,818
 
353,909
 
178,877
 
1,139,982
 
 Item 9.01
Financial Statements and Exhibits
 
(d) Exhibits:

Exhibit No.
Description




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.


 
BANCORP 34, INC.
   
   
   
DATE: November 21, 2017
By:           /s/ Jill Gutierrez
 
Jill Gutierrez
 
Chief Executive Officer