UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
(Date of Report - Date of earliest event reported on)
(Exact name of Registrant as Specified in its Charter) |
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(State of Incorporation) |
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(Address of Principal Executive Offices) |
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Registrant's Telephone Number: (
Not Applicable
(Former name, 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 (17CFR 203.425) | |
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)) |
Item 5.07. Submission of Matters to a Vote of Security Holders
The following matters were submitted to a vote of security holders, at the Annual Meeting of Shareholders of Community Bancorp. on May 20, 2025:
Proposal 1. | To elect five directors to the class whose term will expire at the 2028 annual meeting of shareholders; |
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Proposal 2. | To vote on an advisory (non-binding) resolution to approve the compensation of executive officers; |
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Proposal 3. | To vote on an advisory (non-binding) resolution on the frequency of future advisory votes on executive compensation; |
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Proposal 4. | To ratify the selection of the independent registered public accounting firm of BerryDunn as the Corporation’s external auditors for the fiscal year ending December 31, 2025. |
As of March 26, 2025, the record date for the Annual Meeting, there were 5,596,981 shares of the Company’s $2.50 par value common stock outstanding, and each share was entitled to one vote on all matters submitted to the shareholders for vote at the meeting.
The vote results are as follows:
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| AUTHORITY |
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| WITHHELD/ |
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| BROKER |
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MATTER |
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| ABSTAIN |
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| NON-VOTE |
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Proposal 1. Election of Incumbent Directors: |
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David P. Laforce |
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| 2,556,514 |
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| N/A |
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| 63,016 |
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| 842,783 |
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Wayne A. Lamberton |
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| 2,571,223 |
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| N/A |
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| 48,307 |
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| 842,783 |
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Stephen P. Marsh |
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| 2,534,461 |
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| N/A |
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| 85,069 |
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| 842,783 |
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Carol A. Martin |
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| 2,574,127 |
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| N/A |
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| 45,403 |
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| 842,783 |
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Jeffrey L. Moore |
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| 2,544,298 |
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| N/A |
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| 75,232 |
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| 842,783 |
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Proposal 2. Executive Compensation |
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| 2,216,311 |
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| 198,142 |
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| 205,077 |
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| 842,783 |
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Proposal 3. Compensation Frequency: |
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| 68,051 |
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| 842,783 |
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1 Year |
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| 739,312 |
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2 Year |
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| 225,545 |
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3 Year |
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| 1,586,622 |
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Proposal 4. Selection of External Auditors: |
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BerryDunn |
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| 3,458,434 |
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| 2,357 |
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| 1,522 |
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| 0 |
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In accordance with section 3.02 of the Company’s Bylaws, each of the directors was elected, having received the affirmative vote of at least a majority of the shares represented at the meeting and entitled to vote. Proposal 2 was approved, with more votes cast "FOR" than "AGAINST". Proposal 3 was approved, with a three year term receiving the highest number of votes. Proposal 4 was approved, with more votes cast "FOR" than "AGAINST".
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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.
| COMMUNITY BANCORP. |
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DATED: May 23, 2025 | /s/ Christopher Caldwell |
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| Christopher Caldwell, President & |
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| Chief Executive Officer |
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