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
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001-37912
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74-2819148
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(State or Other Jurisdiction)
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(Commission File No.)
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(I.R.S. Employer
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of Incorporation)
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Identification No.)
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500 East 10th Street, Alamogordo, New Mexico
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88310
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(Address of Principal Executive Offices)
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(Zip Code)
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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
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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
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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.
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The election of directors of the Company, to serve for three-year terms and until their successors are elected and qualified.
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For
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Withhold
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Broker Non-Votes
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James D. Harris
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1,493,126
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111,478
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1,139,982
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Elaine E. Ralls
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1,457,975
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146,629
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1,139,982
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2.
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The ratification of the appointment of Moss Adams LLP as the independent registered public accounting firm for the year ending December 31, 2017.
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For
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Against
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Abstain
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Broker Non-Votes
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2,666,465
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66,986
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11,135
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—
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3.
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The approval the Bancorp 34, Inc. 2017 Equity Incentive Plan.
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For
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Against
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Abstain
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Broker Non-Votes
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1,071,818
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353,909
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178,877
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1,139,982
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Item 9.01 |
Financial Statements and Exhibits
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Exhibit No. |
Description
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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.
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DATE: November 21, 2017
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By: /s/ Jill Gutierrez
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Jill Gutierrez
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Chief Executive Officer
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