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EX-99.1 - EXHIBIT 99.1 - HomeTown Bankshares Corpex_114762.htm

 

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: May 15, 2018

 

 


HOMETOWN BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)

 

 


 

Virginia

 

333-158525

 

26-4549960

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

   

202 S. Jefferson Street

Roanoke, Virginia

 

24011

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (540) 345-6000

 

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))

 

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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.  ☐

 


 

 

 

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

 

At the annual meeting of shareholders of the Company held on May 15, 2018 (the “Annual Meeting”), the matters listed below were submitted to a vote of the Company’s shareholders. Set forth below are the final voting results on each such matter.

 

 

 

1.

Election of Directors. Three persons were nominated by the Board of Directors for election as directors of the Company, serving until the 2021 annual meeting. Each nominee was elected, and the final results of the votes cast for, votes withheld, and broker non-votes were as follows:

 

           

Votes

   

Broker

 

Name of Nominee

 

Votes For

   

Withheld

   

Non-Votes

 
                         

To serve until the 2021 Annual Meeting:

                       

Nancy Howell Agee

    3,135,002       427,100       476,919  

Daniel D. Hamrick

    3,406,696       155,406       476,919  

William R. Rakes

    3,180,949       381,153       476,919  

 

 

 

2.

Approval of the non-binding advisory resolution approving the compensation of the named executive officers ("Say-On-Pay").

 

 

Votes For

   

Votes

Against

   

Abstentions

   

Broker

Non-Votes

 
                           
3,388,992       59,578       113,532       476,919  

 

 

 

3.

Ratification of the appointment of Yount, Hyde & Barbour, P.C. as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2017.

 

 

Votes For

   

Votes

Against

   

Abstentions

   

Broker

Non-Votes

 
                           
4,004,232       114       34,675       0  

 

 

Item 8.01 - Other Events

 

On May 15, 2018, the Board of Directors of the Company declared a quarterly cash dividend of $0.04 per share of common stock. The dividend will be paid on or about June 15, 2018, to stockholders of record as of the close of business on May 31, 2018. A copy of the Press Release dated May 16, 2018 announcing the declaration of the dividend is attached hereto as Exhibit 99.1.

 

 

 

Item 9.01

Financial Statements and Exhibits.

 

(c) Exhibits

 

     

Exhibit
No.

  

Description

   

99.1

  

Press Release

 

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.

 

         

 

 

HOMETOWN BANKSHARES CORPORATION

Date: May 17, 2018

 

By:

 

 

/s/ Vance W. Adkins 

 

 

 

 

Vance W. Adkins

 

 

 

 

Executive Vice President and Chief Financial Officer

 

EXHIBIT INDEX

 

     

Exhibit
No.

  

Description

   

99.1

  

Press Release