8-K
LANDMARK BANCORP INC (LARK)
UnitedStates
SecuritiesAnd Exchange Commission**** Washington, D.C. 20549
FORM8-K
CurrentReport
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 20, 2020
LandmarkBancorp, Inc.****(Exact name of registrant as specified in charter)
| Delaware | 0-33203 | 43-1930755 |
|---|---|---|
| (State<br> or other jurisdiction<br><br>of incorporation) | (Commission<br><br>File Number) | (I.R.S.<br> Employer<br><br>Identification No.) |
701Poyntz Avenue
Manhattan,Kansas 66502
(Address of principal executive offices) (Zip code)
(785) 565-2000
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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<br> Stock, par value $0.01 per share | LARK | Nasdaq<br> Global Market |
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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| [ ] | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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. [ ]
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
|---|
On May 20, 2020, Landmark Bancorp, Inc. (the “Company”) held its Annual Meeting of Stockholders in Manhattan, Kansas. Of the 4,508,295 shares of common stock eligible to vote at the Annual Meeting, 3,988,236 shares were represented in person or by proxy, representing approximately 88.5% of the outstanding shares. The final results of voting on each of the proposals submitted to stockholders at the Annual Meeting are as follows:
| 1) | Election<br> of three Class I members of the board of directors to serve a three-year term expiring in 2023: | |||
|---|---|---|---|---|
| Name | Votes<br> For | Votes<br><br>Against | Abstentions | Broker<br><br>Non-Votes |
| --- | --- | --- | --- | --- |
| Brent<br> A. Bowman | 2,527,203 | 293,325 | 46,723 | 1,120,985 |
| Sarah<br> Hill-Nelson | 2,467,226 | 332,408 | 67,617 | 1,120,985 |
| David<br> H. Snapp | 2,236,089 | 584,556 | 46,606 | 1,120,985 |
| 2) | Ratification<br> of the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December<br> 31, 2020: | |||
| --- | --- | |||
| Votes<br> For | Votes<br> Against | Abstentions | Broker<br><br>Non-Votes | |
| --- | --- | --- | --- | |
| 3,904,642 | 41,657 | 41,937 | - |
Signature
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.
| Date:<br> May 21, 2020 | Landmark Bancorp, Inc. | |
|---|---|---|
| By: | /s/ Mark A. Herpich | |
| Name: | Mark A. Herpich | |
| Title: | Vice<br>President, Secretary, Treasurer, and Chief Financial Officer |