Current Report Filing (8-k)

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 26, 2017

Date of Report (Date of Earliest Event Reported)

 

 

AMES NATIONAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)

 

IOWA		0-32637		42-1039071
(State or Other Jurisdiction of		(Commission File Number)		(I.R.S. Employer
Incorporation or Organization)				Identification No.)

 

405 FIFTH STREET

AMES, IOWA 50010

(Address of Principal Executive Offices)

 

 

Registrant’s Telephone Number, Including Area Code: [phone]

 

 

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:

 

☐

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))

 

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

 

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.  ☐

 

 

 

 

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Item 5.07 Submission of Matters to a Vote of Shareholders

 

The Company’s annual meeting of shareholders was held on April 26, 2017.

 

Proposal 1.      The stockholders elected to the Company’s Board of Directors for a term of three years were Betty A. Baudler Horras, Patrick G. Hagan and Thomas H. Pohlman. Directors whose term of office continued after the annual meeting consist of David W. Benson, Lisa M. Eslinger, Steven D. Forth, James R. Larson II, John P. Nelson, Richard O. Parker and Kevin L. Swartz.

 

Proposal 2.      The stockholders approved, on an advisory basis, the compensation of the Company’s named executives, as disclosed in the Compensation Discussion and Analysis, the compensation tables and related narrative disclosure in the Company’s proxy statement for the annual meeting.

 

Proposal 3.      The stockholders voted for a three year advisory vote on executive compensation.

 

Proposal 4.      The stockholders also ratified the appointment of CliftonLarsonAllen LLP to continue as the Company’s independent registered public accounting firm for 2017.

 

 

There were 9,310,913 shares of common stock entitled to vote at the annual meeting. The final voting results of each proposal are set forth below.

 

Proposal 1.      The voting results on the election of directors for a three year term were as follows:  

 

	In Favor	Votes  Withheld	Broker  Non-Votes
Betty A. Baudler Horras	3,819,806	133,352	2,452,279
Patrick G. Hagan	3,831,419	121,739	2,452,279
Thomas H. Pohlman	3,831,419	121,739	2,452,279

 

Proposal 2.           The voting results on the shareholder approval, on an advisory basis, of executive compensation were as follows:

 

For	Against	Abstain	Broker Non-Votes
3,870,802	73,138	9,218	2,452,279

 

Proposal 3.           The voting results on the frequency of advisory vote on executive compensation were as follows:

 

One Year	Two Years	Three Years	Abstain	Broker Non-Votes
1,497,838	25,147	2,425,887	4,286	2,452,279

 

Proposal 4.           The voting results on the ratification of the appointment of CliftonLarsonAllen LLP as the Company’s independent registered public accounting firm were as follows:

   

	For	Against	Abstain
	6,385,550	11,171	8,716

 

            There were no broker non-votes on this proposal.

 

 

 

 

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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.

 

 

	AMES NATIONAL CORPORATION
Date: April 27, 2017	By:	/s/   Thomas H. Pohlman
		Thomas H. Pohlman, Chief Executive Officer and President