8-K 1 f8k_050411.htm FORM 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):  May 3, 2011

Mid Penn Bancorp, Inc.
(Exact name of registrant as specified in its charter)
 
 
Pennsylvania
  
1-13677
  
25-1666413
(State or other jurisdiction
of incorporation)
  
(Commission File Number)
  
(IRS Employer
Identification No.)
 
349 Union Street, Millersburg, Pennsylvania
  
17061
(Address of principal executive offices)
  
(Zip Code)
 
(717) 692-2133
(Registrant’s telephone number, including area code)
 
 
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 5.07     Submission of Matters to a Vote of Security Holders.

On May 3, 2011, Mid Penn Bancorp, Inc. (the “Company”) held its Annual Meeting of Shareholders for which the Board of Directors solicited proxies.  At the Annual Meeting, the shareholders of the Company voted on the following proposals described in the Proxy Statement dated March 25, 2011.

The proposals voted on and approved or disapproved by the shareholders of the Company at the Annual Meeting were as follows:

Proposal No. 1.  The Company’s shareholders elected three individuals to serve as Class A members of the Board of Directors to serve for a three-year term and until their successors are elected and qualified, as set forth below:

Name
  
Votes
For
    
Votes
Withheld
    
Broker
Non-Votes
  
Matthew G. DeSoto
     2,384,109       29,584       672,653  
Robert C. Grubic
     2,063,604       350,090       672,653  
Gregory M. Kerwin
     2,364,623       49,071       672,653  

Proposal No. 2.  The Company’s shareholders ratified a non-binding proposal to approve the executive compensation, as described in the Compensation Discussion and Analysis and the tabular disclosure (together with the accompanying narrative disclosure) regarding the named executive officers in the Company’s Proxy Statement, as set forth below:

Votes
For
  
Votes
Against
  
Abstentions
  
Broker
Non-Votes
1,798,183
  
584,995
  
30,515
  
672,653

Proposal No. 3.  The Company’s shareholders ratified the appointment of ParenteBeard LLC, of Harrisburg, Pennsylvania, as the Company’s independent registered public accounting firm for the year ending December 31, 2011, as set forth below:

Votes
For
  
Votes
Against
  
Abstentions
  
Broker
Non-Votes
3,060,523
  
9,119
  
16,704
  
-
 
Item 7.01     Regulation FD Disclosure.

The slides used and presented at the Annual Meeting of Shareholders dealing with any information from the first quarter of 2011 are attached hereto as Exhibit 99.1.

 
 
 
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.
 
 
 MID PENN BANCORP, INC.
     
Dated:  May 4, 2011
    
     
 
By:
 /s/  Rory G. Ritrievi  
           Rory G. Ritrievi
           President & Chief Executive Officer
       



 
 
 
Exhibit Number                                           Exhibits

99.1                                Slides from the Annual Meeting of Shareholders