miff20260505_8k.htm
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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
 
May 12, 2026
Date of Report (Date of earliest event reported)
 
Steele Bancorp, Inc.
(Exact name of registrant as specified in its charter)
 
Pennsylvania
333-284191
23-2362874
(State or other jurisdiction of
incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
250 East Chestnut Street
Mifflinburg, PA 17844
(Address of principal executive offices)
 
570-966-1041
(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)
 
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(b) of the Exchange Act:
 
Title of each class
Trading Symbol(s) 
Name of each exchange on which registered
None
None
None
 
Indicated 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)
 
If an emerging growth company, indicate by check mark if 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
 
At the 2026 Annual Meeting of Shareholders held on May 12, 2026, Steele Bancorp, Inc.’s (the “Corporation”) shareholders voted upon the following matters:
 
 
(1)
The election of four (4) Directors of the Corporation for terms of three (3) years, expiring in 2029;
 
(2)
An advisory vote to approve the compensation of named executive officers;
 
(3)
An advisory vote on the frequency of future advisory votes on the compensation of named executive officers;
 
(4)
Ratification of the selection of YHB CPAs and Consultants as the Corporation’s independent registered public accounting firm for 2026.
 
 
The results of the voting were as follows: 
 
1. Proposal No. 1: Election of Directors:
 
The shareholders of the Corporation elected all four (4) of the nominees for directors by the following vote:
 
Director
For
Withheld
Broker Non-Vote
Timothy J. Apple
1,489,522 81,604 235,121
Richard J. Drzewiecki
1,477,289 93,837 235,121
Bradley E. Moyer
1,476,412 94,714 235,121
J. Todd Troxell
1,453,786 117,340 235,121
 
2. Proposal No. 2: Advisory vote to approve named executive officer compensation:
 
The shareholders of the Corporation approved the named executive officer compensation by the following vote:
 
For
Against
Abstain
Broker Non-Vote
1,441,453 67,602 62,071 235,121
 
 
3. Proposal No. 3: Advisory vote on the frequency of future advisory votes on the compensation of named executive officers:
 
The shareholders of the Corporation voted for the frequency of further advisory votes on the compensation of named executive officers be every one year by the following vote:
 
1 Year
2 Years 3 Years
Abstain
Broker Non-Vote
859,024 68,143 588,336 55,623 235,121
 
 
4. Proposal No. 4: Ratification of the appointment of the Corporation's independent registered public accounting firm:
 
The shareholders of the Corporation ratified the appointment of YHB CPAs and Consultants as the Corporation's independent registered public accounting firm for the year ending December 31, 2026 by the following vote:
 
For
Against
Abstain
1,723,241 20,403 62,603
 
 
ITEM 7.01 REGULATION FD DISCLOSURE
 
On May 12, 2025, management made a presentation at the Corporation’s 2026 Annual Meeting of Shareholders. A copy of the slide presentation is furnished as Exhibit 99.1 to this current report on Form 8-K and incorporated herein by reference.
 
The information contained in this Item 7.01 and Exhibit 99.1 is being furnished, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under Section 18. Furthermore, the information contained in this Item 7.01 and Exhibit 99.1 shall not be deemed to be incorporated by reference into the Corporation’s filings under the Securities Act of 1933, as amended, or the Exchange Act.
 
 

 
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
 
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Exhibits.
 
Exhibit Number
Description
   
99.1
   
104
Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
 
 

 
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:         May 12, 2026
Steele Bancorp, Inc.
 
       
       
   
By:      /s/ Thomas C. Graver Jr.
 
   
Thomas C. Graver Jr.
 
   
Senior Executive Vice President & Chief
 
   
Financial Officer 
 
         
 
 

Exhibit 99.1

 

 

 

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