ovly20230621_8k.htm
false 0001431567 0001431567 2023-06-20 2023-06-20
 
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: June 20, 2023
(Date of earliest event reported)
 
 
Oak Valley Bancorp
(Exact name of registrant as specified in its charter)
 
CA
(State or other jurisdiction
of incorporation)
001-34142
(Commission File Number)
26-2326676
(IRS Employer
Identification Number)
 
125 N. Third Ave. Oakdale, CA
(Address of principal executive offices)
95361
(Zip Code)
  
 
(209) 848-2265
(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))
 
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
OVLY
The Nasdaq Stock Market, LLC
 
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.  ☐
 
 
 
 
Item 5.07 Submission of Matters to a Vote of Security Holders
 
At the Annual Meeting of Stockholders held June 20, 2023, the following matters were submitted to a vote of security holders with the indicated number of votes being cast for, against or withheld, and with the indicated number of abstentions:
 
 
1.
To re-elect four members of the Board of Directors to serve until the expiration of their three (3) year term or until their successors are duly elected and qualified.
 
 
Number of Votes
 
     For
  
Withheld
  
Non-Votes
  
Christopher M. Courtney
4,443,913
  
14,275
  
1,783,759
  
             
Lynn R. Dickerson
4,274,537
  
183,652
  
1,783,759
  
             
Allison C. Lafferty
4,265,164
  
193,024
  
1,783,759
  
       
Terrance P. Withrow
4,234,938
  
223,250
  
1,783,759
  
 
 
2.         To ratify the appointment of RSM US, LLP as the Company’s registered public accounting firm, to perform audit services for the year 2023.
 
 
For
  
Against
  
Abstain
  
Non-Votes
  
       
6,238,381
  
101
  
3,466
  
0
  
 
 
 
 
 
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.
 
Dated: June 22, 2023
  
 
OAK VALLEY BANCORP
   
 
By:
/s/ Jeffrey A. Gall
  
 
Jeffrey A. Gall
 
Senior Vice President, Chief Financial Officer
 
and Corporate Secretary
 
(Principal Financial Officer and duly authorized signatory)