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8-K

Choiceone Financial Services Inc (COFS)

8-K 2023-05-26 For: 2023-05-24
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Added on April 12, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 24, 2023

ChoiceOne Financial Services, Inc.

(Exact Name of Registrant as

Specified in its Charter)

Michigan<br><br>(State or Other Jurisdiction<br><br>of Incorporation) 000-19202<br><br>(Commission<br><br>File Number) 38-2659066<br><br>(IRS Employer<br><br>Identification No.)
109 E. Division StreetSparta, Michigan<br><br>(Address of Principal Executive Offices) 49345<br><br>(Zip Code)
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Registrant's telephone number, including area code: (616) 887-7366

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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(b) of the Act:

Title of each class Trading symbol(s) Name of each exchange on which registered
Common stock COFS NASDAQ Capital Market

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 o

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. o

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

At the annual meeting of the Company's shareholders held on Wednesday, May 24, 2023, the Company's shareholders voted on three matters: (1) the election of five directors; (2) approval on an advisory basis of the compensation of the Company’s named executive officers as disclosed in the proxy statement; and (3) ratification of the selection of Plante & Moran PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2023.

All of the nominees for director were elected by the following votes:

Votes Cast
Broker
For Withheld Non-Votes
Keith D. Brophy 3,726,618 95,050 1,606,671
Michael (Mike) J. Burke, Jr. 3,727,101 94,567 1,606,671
Bruce John Essex, Jr. 3,727,222 94,446 1,606,671
Jack G. Hendon 3,665,744 155,924 1,606,671
Michelle M. Wendling 3,664,174 157,494 1,606,671

The shareholders approved the compensation of the Company’s named executive officers by the following votes:

Votes Cast
For Against Abstain Broker Non-Votes
3,318,890 354,780 147,998 1,606,671

An advisory proposal to approve the Company’s executive compensation will next occur in connection with the Company’s 2024 Annual Meeting of Shareholders.

The shareholders ratified the appointment of Plante & Moran PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2023 by the following votes:

Votes Cast
For Against Abstain Broker Non-Votes
5,347,243 21,689 59,407 0

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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.

Dated: May 26, 2023 CHOICEONE FINANCIAL SERVICES, INC.<br><br>(Registrant)
By: /s/ Adom J. Greenland
Adom J. Greenland<br><br>Its Chief Financial Officer, Secretary and Treasurer

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