Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - FVCBankcorp, Inc. | tm2020612d1_ex99-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 20, 2020
FVCBankcorp, Inc.
(Exact name of registrant as specified in its charter)
| Virginia | 001-38647 | 47-5020283 |
| (State or other jurisdiction | (Commission file number) | (IRS Employer |
| of incorporation) | Number) |
11325 Random Hills Road
Fairfax, Virginia 22030
(Address of Principal Executive Offices) (Zip Code)
(703) 436-3800
Registrant’s telephone number, including area code:
Check the appropriate box below if the Form 8-K 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 under Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||
| Common Stock, $0.01 par value | FVCB | The Nasdaq Stock Market, LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. x
Item 5.07 Submission of Matters to a Vote of Security Holders.
FVCBankcorp, Inc. (the “Company”) held its Annual Meeting of Shareholders on May 20, 2020 (the “Annual Meeting”). At the Annual Meeting, the shareholders of the Company elected directors for a one year term and ratified the Company’s appointment of Yount, Hyde & Barbour, P.C. as the Company’s independent registered public accounting firm for the year ended December 31, 2020. The voting results for each proposal are as follows:
| 1. | To elect twelve (12) persons as directors of the Company for a one year term, expiring at the 2021 Annual Meeting of Shareholders: |
| For | Withhold | Broker Non-Vote | ||||||||||
| David W. Pijor | 8,028,822 | 116,222 | 2,298,012 | |||||||||
| L. Burwell Gunn | 7,268,560 | 876,484 | 2,298,012 | |||||||||
| Morton A. Bender | 7,852,785 | 292,259 | 2,298,012 | |||||||||
| Patricia A. Ferrick | 7,955,457 | 189,587 | 2,298,012 | |||||||||
| Scott Laughlin | 7,983,667 | 161,377 | 2,298,012 | |||||||||
| Thomas L. Patterson | 7,515,434 | 629,610 | 2,298,012 | |||||||||
| Devin Satz | 7,973,217 | 171,827 | 2,298,012 | |||||||||
| Lawrence W. Schwartz | 7,798,378 | 346,666 | 2,298,012 | |||||||||
| Sidney G. Simmonds | 7,976,064 | 168,980 | 2,298,012 | |||||||||
| Daniel M. Testa | 6,932,780 | 1,212,264 | 2,298,012 | |||||||||
| Philip “Trey” R. Wills III | 7,489,335 | 655,709 | 2,298,012 | |||||||||
| Steven M. Wiltse | 7,379,925 | 765,119 | 2,298,012 | |||||||||
| 2. | To ratify the appointment of Yount, Hyde & Barbour, P.C. as the Company’s independent registered public accounting firm to audit the financial statements of the Company for the year ended December 31, 2020: |
| For | Against | Abstain | Broker Non-Vote |
||||
| 10,322,221 | 58,997 | 61,838 | — |
There have been no settlements between the Company and any other person with respect to terminating any solicitation.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | 2020 Annual Shareholders’ Meeting Presentation Materials |
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.
| FVCBANKCORP, INC. | ||
| By: | /s/ Jennifer L. Deacon | |
| Jennifer L. Deacon, Executive Vice President and Chief Financial Officer | ||
Dated: May 22, 2020