false
0001006830
0001006830
2024-06-13
2024-06-13
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
June 13, 2024
(Date of report/date of earliest event reported)
CONSUMERS BANCORP, INC.
(Exact name of registrant as specified in its charter)
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033-79130 |
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34-1771400 |
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(Commission File Number) |
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(IRS Employer |
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Identification No.) |
614 East Lincoln Way
P.O. Box 256
Minerva, Ohio 44657
(Address of principal executive offices) (Zip Code)
(330) 868-7701
(Registrant’s telephone number, including area code)
N/A
(Former name of former address, if changes 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):
☐ 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:
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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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None
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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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
On June 13, 2024, the Board of Directors of Consumers Bancorp, Inc. (the “Company”) approved the appointment of Joseph A. Gerzina as a Class III director, effective July 11, 2024. As with all Company non-employee directors, Mr. Gerzina was also appointed as a director of the Company’s wholly owned subsidiary, Consumers National Bank (the “Bank”), effective July 11, 2024.
Mr. Gerzina was appointed to serve on the Loan, Audit, and Corporate Governance/Nominating Committees of the Company’s board of directors. He will be entitled to the customary compensation arrangements for the Bank’s non-employee directors, consisting of (i) a quarterly retainer of $6,250, (ii) a quarterly payment of $4,000 for serving on the Loan, Audit, and Corporate Governance Committees, and (iii) an equal share of stock awards that is equivalent to 40% of the total cash fees earned by the directors in each fiscal year.
There are no arrangements or understandings between Mr. Gerzina and any other person pursuant to which he was appointed to serve on Consumers Bancorp, Inc.’s or Consumers National Bank’s Boards. Mr. Gerzina does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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 hereunto duly authorized.
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Consumers Bancorp, Inc.
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Date: June 14, 2024
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/s/ Ralph J. Lober
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Ralph J. Lober, II President & Chief
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Executive Officer
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