8-K 1 a6270686.txt LNB BANCORP, INC. 8-K 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 27, 2010 -------------- LNB BANCORP, INC. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Ohio 0-13203 34-1406303 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 457 Broadway, Lorain, Ohio 44052-1769 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (440) 244-6000 -------------- -------------------------------------------------------------------------------- (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): [ ] 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)) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As described by LNB Bancorp, Inc. (the "Company") in its Current Report on Form 8-K dated February 23, 2010, Daniel P. Batista and James F. Kidd each retired as directors of the Company and did not stand for re-election as directors at the Company's Annual Meeting of Shareholders held on April 27, 2010 (the "2010 Annual Meeting"). Accordingly, Mr. Batista's and Mr. Kidd's terms as directors of the Company expired at the 2010 Annual Meeting. Item 5.07 Submission of Matters to a Vote of Security Holders. At the 2010 Annual Meeting held on April 27, 2010, the Company's shareholders elected each of the four persons listed below to serve as a director of the Company for a term of three years, and provided advisory approval of the Company's executive compensation program. The Company's inspector of elections reported the vote of the Company's shareholders as follows: For Against/ Abstain Broker Withheld Non-Votes --------- -------- -------- --------- 1. Election of four directors to serve terms expiring in 2013: Robert M. Campana 3,228,574 429,920 n/a 1,631,490 Daniel G. Merkel 3,290,578 367,916 n/a 1,631,490 Thomas P. Perciak 3,286,478 372,016 n/a 1,631,490 Donald F. Zwilling 3,305,478 353,016 n/a 1,631,490 2. Non-binding advisory vote upon a resolution to approve the compensation of executives as disclosed in LNB Bancorp, Inc.'s proxy statement dated March 15, 2010 for the 2010 Annual Meeting of Shareholders. 4,548,991 655,658 85,335 None 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. LNB BANCORP, INC. (Registrant) Date: April 29, 2010 By: /s/ Gary J. Elek ------------------- Gary J. Elek Chief Financial Officer