8-K - BPRN - Equibles

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

April 28, 2023

Date of Report (Date of earliest event reported)

PRINCETON BANCORP, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania	001-41589	88-4268702
(State or other jurisdiction<br> <br>of incorporation)	(Commission<br> <br>File Number)	(IRS Employer<br> <br>Ident. No.)
183 Bayard Lane, Princeton, New Jersey	08540
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(Address of principal executive offices)	(Zip Code)

(609) 921-1700

Registrant’s telephone number, including area code

N/A

(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)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))
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Securities registered or to be registered pursuant to Section 12(b) of the Act

Title of each class	Trading<br>Symbol(s)	Name of each exchange<br>on which registered
Common stock, no par value	BPRN	The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 5.07. Submission of Matters to a Vote of Security Holders

The registrant’s 2023 annual meeting of shareholders (the “2023 Annual Meeting”) was held on April 28, 2023. There were issued and outstanding on March 3, 2023, the record date for the 2023 Annual Meeting, 6,257,397 shares of the registrant’s common stock entitled to vote at the 2023 Annual Meeting. The results of the items voted on are listed below.

1.	Election of Directors
	For	Withheld
---	---	---
Edward Dietzler	4,162,274	66,681
Stephen Distler	4,152,410	76,545
Judith Giacin	4,161,289	67,666
Richard Gillespie	3,938,830	290,125
Robert Ridolfi	3,941,728	287,227
Stephen Shueh	4,167,099	61,856
Martin Tuchman	4,186,952	42,003
Ross Wishnick	3,778,050	450,905
	For	Against	Abstain	Broker Nonvotes
---	---	---	---	---
2. Advisory vote to approve named executive officer compensation	4,119,874	74,067	35,014	1,185,158
3. Proposal to ratify the appointment of Wolf & Company, P.C. as independent auditors for the year ending December 31, 2023	5,365,142	39,838	9,133	0

As the results in Matters 1 through 3 above indicate, at the 2023 Annual Meeting, all of the nominees listed were elected as directors of the registrant; the advisory vote to approve named executive officer compensation was approved by the shareholders; and the proposal to ratify Wolf & Company, P.C. as the registrant’s independent auditors for the year ending December 31, 2023 was approved by the shareholders.

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.

	PRINCETON BANCORP. INC.
Dated: May 1, 2023
	By:	/s/ Daniel J. O’Donnell
		Daniel J. O’Donnell
		Executive Vice President,
		Chief Operating Officer and General Counsel