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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 26, 2023

 

 

CSB Bancorp, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Ohio

0-21714

34-1687530

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

91 North Clay Street

P.O. Box 232

 

Millersburg, Ohio

 

44654

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 330 674-9015

 

 

(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))

Securities registered pursuant to Section 12(g) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $6.25 per share

 

CSBB

 

OTCPink

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.

 

 


Section 5 - Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders.

CSB held the 2023 Annual Meeting on April 26, 2023. At the close of business on March 1, 2023, the voting record date, there were 2,680,625 CSB common shares outstanding and entitled to vote. At the 2023 Annual Meeting 1,946,345 or 72.6%, of the outstanding common shares entitled to vote were represented by proxy or in person. A summary of the matters voted upon by the shareholders and the final voting results for each such matter are set forth below.

1.
Election of two directors to serve a three-year term expiring at the 2026 Annual Meeting of Shareholders:

Number of Votes:

For

Withheld

Broker Non-Votes

  Robert K. Baker

1,430,786

12,068

503,491

  Vikki G. Briggs

1,424,801

18,053

503,491

Other directors whose term of office continued after the Annual Meeting:

Julian L. Coblentz

Cheryl M. Kirkbride

Jeffery A. Robb

Eddie L. Steiner

2.
Ratification of the appointment of S.R. Snodgrass, P.C. as CSB’s independent registered public accounting firm for the 2023 fiscal year:

Number of Votes:

For

Against

Abstain

1,900,649

45,175

521

3.
Approve and adopt the amendment to Article III, Section 3 of CSB’s Code of Regulation as disclosed in CSB’s Proxy statement filed March 16, 2023.

Number of Votes:

For

Against

Abstain

Broker Non-Votes

1,424,395

1,383

17,076

503,491

 

 


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.

 

 

 

CSB Bancorp, Inc.

 

 

 

 

Date:

April 27, 2023

By:

/s/Paula J. Meiler

 

 

 

Paula J. Meiler
Senior Vice President and
Chief Financial Officer