Current report, item 5.07



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NASDAQ


false


0000944745










0000944745




2021-04-20


2021-04-20













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)

April 20, 2021










Civista Bancshares, Inc.



(Exact name of Registrant as specified in its charter)








































Ohio






001-36192






34-1558688




(State or other jurisdiction of


incorporation or organization)




(Commission



File Number)





(IRS Employer



Identification No.)



















100 East Water Street

,

P.O. Box 5016

,




Sandusky

,

Ohio


44870




(Address of principle executive offices)



Registrant’s telephone number, including area code:

(419)


625-4121



N/A



(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))


































Title of each class





Trading



Symbol(s)





Name of each exchange



on which registered





Common






CIVB






NASDAQ Capital 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 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



Civista Bancshares, Inc. held its annual meeting of shareholders on April 20, 2021, for the purpose of considering and voting on the following proposals. Summaries of the voting results are included following the description of each matter.



1.) To elect ten (10) directors to serve

one-year

terms expiring in 2022.

























































































































































































































Broker




Director Candidate





For





Withheld






Non-Vote





Thomas A. Depler





10,348,753.35




440,591.79




2,532,782.00



Julie A. Mattlin





10,606,457.34




182,887.80




2,532,782.00



James O. Miller





10,547,762.55




241,582.58




2,532,782.00



Dennis E. Murray, Jr.





10,194,815.17




594,529.97




2,532,782.00



Allen R. Nickles





10,495,167.35




294,177.79




2,532,782.00



Mary Patricia Oliver





9,776,697.34




1,012,647.80




2,532,782.00



William F. Ritzmann





10,554,949.34




234,395.80




2,532,782.00



Dennis G. Shaffer





10,519,531.08




269,814.06




2,532,782.00



Harry Singer





10,497,659.34




291,685.80




2,532,782.00



Daniel J. White





10,514,919.34




274,425.80




2,532,782.00



Each of the nominees was elected.



2.) To consider and vote upon a

non-binding

advisory resolution to approve the compensation of the Corporation’s named executives as disclosed in the proxy statement for the annual meeting.



























































































Broker




For





Against





Abstain






Non-Vote





9,018,993.34




1,335,427.31




434,920.48




2,532,786.00



The proposal passed.



3.) To ratify the appointment of BKD, LLP as the independent registered public accounting firm of the Corporation for the fiscal year ending December 31, 2021.





































































For





Against





Abstain





Broker



Non-Vote





13,151,657.77




27,660.00




142,807.37








The proposal passed.











SIGNATURE



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 thereunto duly authorized.
















































































Civista Bancshares, Inc.









(Registrant)





Date: April 21, 2021







/s/ Todd A. Michel









Todd A. Michel,







Senior Vice President & Controller



The above information was disclosed in a filing to the SEC. To see the filing, click here.

To receive a free e-mail notification whenever First Citizens Banc Corp. makes a similar move, sign up!

Other recent filings from the company include the following:

First Citizens Banc: Civista Bancshares, Inc. Announces Third Quarter 2021 Financial Results Sandusky, Ohio, October - Oct. 27, 2021
Registration statement under Securities Act of 1933 - Oct. 22, 2021
Registration statement under Securities Act of 1933 - Oct. 15, 2021
First Citizens Banc: Civista Bancshares, Inc. Declares Fourth Quarter Common Dividend Sandusky, Ohio, October - Oct. 8, 2021
First Citizens Banc: Civista Bancshares, Inc. Announces Third Quarter 2021 Earnings Release Date Sandusky, Ohio, October - Oct. 7, 2021

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