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): December 19, 2019
Riverview Financial Corporation
(Exact name of registrant as specified in its charter)
| Pennsylvania | 001-38627 | 38-3917371 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 3901 North Front Street, Harrisburg, Pennsylvania |
17110 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(717) 957-2196
(Registrant’s telephone number, including area code)
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
| Common Stock | RIVE | Nasdaq Global Market |
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 ☐
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. ☐
CURRENT REPORT ON FORM 8-K
| Item 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. |
Effective December 19, 2019, Carl W. Metzgar resigned as a director of Riverview Financial Corporation and Riverview Bank to pursue other interests. Mr. Metzgar’s resignation was not the result of any disagreement with the Company or the Board on any matter relating to the Company’s operation, policies, or practices. Mr. Metzgar has served as a director since 2016.
The Company’s management and the Board thank Mr. Metzgar for his contributions over the past years and wish him success in his future endeavors.
Mr. Metzgar’s Board position will not be filled and, as a result, the full size of the Board will be automatically reduced, without further action, to 12 members.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.
| RIVERVIEW FINANCIAL CORPORATION (Registrant) | ||||||
| Dated: December 20, 2019 | /s/ Brett D. Fulk | |||||
| Brett D. Fulk | ||||||
| President and Chief Executive Officer | ||||||