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

Date of Report (Date of earliest event Reported):  April 12, 2018

CB FINANCIAL SERVICES, INC.
(Exact Name of Registrant as Specified in Charter)

Pennsylvania	001-36706	51-0534721
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

 

100 North Market Street, Carmichaels, Pennsylvania	15320
(Address of Principal Executive Offices)	(Zip Code)

[phone]
(Registrant's telephone number, including area code)

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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   [ X ]

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 standard provided pursuant to Section 13(a) of the Exchange Act.  [ X ]

 

 

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

A sp ecial meeting of stockholders of CB Financial Services, Inc. (the “Company”) was held on April 11, 2018.  The final voting results as to each matter submitted to a vote of stockholders are as follows:

 

1.                     The proposal to approve the Agreement and Plan of Merger, dated as of November 16, 2017 (the “merger agreement”), by and between CB Financial Services, Inc. and First West Virginia Bancorp, Inc., and the transactions contemplated thereby, including the issuance of CB Financial Services, Inc. common stock, was approved by the following vote:

For		Against		Abstain
2,583,873		19,612		4,662

 

                        There were no broker non-votes on this proposal.

 

2.                     The proposal to approve the adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation of proxies if there are not sufficient votes at the time of the special meeting to approve the merger agreement, was approved by the following vote:

 

For		Against		Abstain
2,540,430		78,999		6,135

 

There were no broker non-votes on this proposal.

 

Item 8.01. Other Events.

On April 12, 2018, the Company issued a press release announcing the results of the special meeting of stockholders held on April 11. 2018.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits 99.1 .  Joint Press Release dated April 12, 2018.

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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.

	CB FINANCIAL SERVICES, INC.
Date: April 12, 2018	By:	/s/ Kevin D. Lemley
		Kevin D. Lemley
		Executive Vice President and Chief Financial Officer