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): June 24, 2020
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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BCTF
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The NASDAQ Stock Market LLC
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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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders was held on June 24, 2020. 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 May 22, 2020. 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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1,151,261
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275,827
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863,313
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Elaine E. Ralls
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1,342,545
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84,543
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863,313
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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, 2020.
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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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2,271,974
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17,777
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650
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—
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3.
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An advisory, non-binding resolution with respect to the executive compensation described in the Proxy Statement.
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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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1,253,505
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119,847
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53,736
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863,313
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4.
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An advisory, non-binding proposal with respect to the frequency that stockholders will vote on executive compensation.
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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1,254,254
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21,647
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128,987
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22,200
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863,313
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Item 8.01. Other Events
The Company utilized a presentation during the Annual Meeting of Stockholders. The presentation is available at the Company’s website,
bank34.com, under “About Us – Investor Relations – News & Events.”
Item 9.01. Financial Statements and Exhibits
Not applicable.
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: June 24, 2020
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By:
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/s/ Jill Gutierrez
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Jill Gutierrez
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President and Chief Executive Officer
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