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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

Date of Report (Date of earliest event reported): May 21, 2025

ChoiceOne Financial Services, Inc.
(Exact Name of Registrant as
Specified in its Charter)

 

Michigan
(State or Other Jurisdiction
of Incorporation)

 

000-19202
(Commission
File Number)

38-2659066
(IRS Employer
Identification No.)

 

 

 

109 E. Division Street
Sparta, Michigan

(Address of Principal Executive Offices)
  49345
(Zip Code)
 

Registrant's telephone number, including area code: (616) 887-7366

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 Act:

Title of each class Trading symbol(s) Name of each exchange on which registered
Common stock COFS NASDAQ Capital Market

 

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 o

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. o

 

 

  

 

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

 

At the annual meeting of the Company's shareholders held on Wednesday, May 21, 2025, the Company's shareholders voted on four matters: (1) the election of five directors; (2) approval on an advisory basis of the compensation of the Company’s named executive officers as disclosed in the proxy statement; (3) an advisory vote to determine whether future advisory votes to approve the compensation of the Company’s named executive officers should occur every 1, 2, or 3 years; and (4) ratification of the selection of Plante & Moran PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2025.

 

All of the nominees for director were elected by the following votes:

 

    Votes Cast
            Broker
    For   Withheld   Non-Votes
Greg L. Armock   8,796,882   542,357   2,667,331
Eric (Rick) E. Burrough.   9,140,033   199,206   2,667,331
Kelly J. Potes   9,271,244   67,995   2,667,331
Brian P. Petty   9,212,658   126,581   2,667,331
Randy D. Hicks, M.D.   9,245,895   93,344   2,667,331

 

The shareholders approved the compensation of the Company’s named executive officers by the following votes:

 

Votes Cast
             
For   Against   Abstain   Broker Non-Votes
8,625,296   488,518   225,425   2,667,331

 

The shareholders approved a vote of one year for the frequency of future advisory votes to approve the compensation of the Company’s named executive officers by the following votes:

 

Votes Cast
             
1 Year   2 Year   3 Year   Abstain
8,476,908   153,154   578,479   130,698

 

 

An advisory proposal to approve the Company’s executive compensation will next occur in connection with the Company’s 2026 Annual Meeting of Shareholders.

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The shareholders ratified the appointment of Plante & Moran PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2025 by the following votes:

 

Votes Cast
             
For   Against   Abstain   Broker Non-Votes
11,950,886   48,389   7,295   0

***

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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.

 

Dated: May 27, 2025 CHOICEONE FINANCIAL SERVICES, INC.
(Registrant)
       
    By: /s/ Adom J. Greenland
      Adom J. Greenland
Its Chief Financial Officer, Secretary and Treasurer

 

 

 

 

 

 

 

 

 

 

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