0001415889-17-000943.txt : 20170607 0001415889-17-000943.hdr.sgml : 20170607 20170607165011 ACCESSION NUMBER: 0001415889-17-000943 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170606 ITEM INFORMATION: Shareholder Nominations Pursuant to Exchange Act Rule 14a-11 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170607 DATE AS OF CHANGE: 20170607 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HAWTHORN BANCSHARES, INC. CENTRAL INDEX KEY: 0000893847 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 431626350 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23636 FILM NUMBER: 17897761 BUSINESS ADDRESS: STREET 1: 132 EAST HIGH STREET CITY: JEFFERSON CITY STATE: MO ZIP: 65101 BUSINESS PHONE: (573)761-6100 MAIL ADDRESS: STREET 1: P. O. BOX 688 CITY: JEFFERSON CITY STATE: MO ZIP: 65102 FORMER COMPANY: FORMER CONFORMED NAME: EXCHANGE NATIONAL BANCSHARES INC DATE OF NAME CHANGE: 19940323 8-K 1 form8k-06072017_010600.htm Hawthorn Bancshares, Inc. - FORM 8-k



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):  June 6, 2017

Commission File Number:  0-23636

Hawthorn Bancshares, Inc.
(Exact name of registrant as specified in its charter.)

Missouri
(State or other jurisdiction of incorporation or organization)
43-1626350
(IRS Employer Identification No.)



132 East High Street, PO Box 688, Jefferson City, Missouri 65102
(Address of principal executive offices)

573-761-6117
(Registrant's Telephone number)

Not Applicable
(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 5.08 Shareholder Director Nominations.

The Board of Directors of Hawthorn Bancshares, Inc. announced that at the Company's June 6, 2017 Annual Meeting of Shareholders, Kathleen L. Bruegenhemke was elected as a Class I director and Philip D. Freeman was re-elected as a Class I director to serve three-year terms expiring 2020.

Shareholders also approved ratification of the appointment of KPMG, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2017 and they approved a nonbinding resolution concerning compensation paid to the Company's executives.

Shareholders also defeated a shareholder proposal to require that the responsibilities of the Chairman of the Board of Directors be separated from the responsibilities of the Chief Executive Officer.

Item 9.01 Financial Statements and Exhibits.

The full text of this press release is furnished as an exhibit to this report on Form 8-K.

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.
 
 
Hawthorn Bancshares, Inc.


Date:   June 7, 2017
By: /s/ David T. Turner
Name: David T. Turner
Title: Chairman, CEO & President

Exhibit Index
 
Exhibit No.
   
Description
EX-99.1
   
Hawthorn Bancshares Announces Results of 2017 Annual Meeting
EX-99 2 ex99-06072017_010600.htm Secconnect.com

Exhibit 99.1

Hawthorn Bancshares Announces Results of 2017 Annual Meeting

JEFFERSON CITY, MO. — June 7, 2017 — The Board of Directors of Hawthorn Bancshares, Inc. (NASDAQ: HWBK) announced that at the Company’s June 6, 2017 Annual Meeting of Shareholders, Kathleen L. Bruegenhemke was elected as a Class I director and Philip D. Freeman was re-elected as a Class I director to serve three-year terms expiring 2020.  

Ms. Bruegenhemke has served as a director since March 2017 and is Chief Operating Officer of Hawthorn Bank.  Mr. Freeman has served as director since 1993 and is currently owner of Freeman Properties JCMO, LLC.  

Other members of the 5 member board include Frank E. Burkhead, Kevin L. Riley and David T. Turner.  The Company’s advisory directorate is composed of Charles G. Dudenhoeffer, Jr., David R. Goller, James R. Loyd, Julius F. Wall and Dr. Gus S. Wetzel, II.

Shareholders approved ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2017 and they approved a nonbinding resolution concerning compensation paid to the Company’s executives.

Shareholders also defeated a shareholder proposal to require that the responsibilities of the Chairman of the Board of Directors be separated from the responsibilities of the Chief Executive Officer.  

About Hawthorn Bancshares

Hawthorn Bancshares, Inc., a financial-bank holding company headquartered in Jefferson City, Missouri, is the parent company of Hawthorn Bank of Jefferson City, Missouri with additional Missouri locations in Lee's Summit, Springfield, Branson, Independence, Liberty, Columbia, Clinton, Windsor, Osceola, Warsaw, Belton, Drexel, Harrisonville, California, and St. Robert.


Contact:  

Bruce Phelps

 

Chief Financial Officer

TEL: 573.761.6100   FAX: 573.761.6272

www.HawthornBancshares.com



Statements made in this press release that suggest Hawthorn Bancshares' or management's intentions, hopes, beliefs, expectations, or predictions of the future include "forward-looking statements" within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended.  It is important to note that actual results could differ materially from those projected in such forward-looking statements.  Additional information concerning factors that could cause actual results to differ materially from those projected in such forward-looking statements is contained from time to time in the company's quarterly and annual reports filed with the Securities and Exchange Commission.