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):  August 30, 2022

Texas Community Bancshares, Inc.
(Exact Name of Registrant as Specified in its Charter)

Maryland
  
001-40610
  
86-2760335
(State or Other Jurisdiction of Incorporation)
  
(Commission File No.)
  
(I.R.S. Employer Identification No.)
215 West Broad Street, Mineola, Texas
  
75773
(Address of Principal Executive Offices)
  
(Zip Code)

(903) 569-2602
(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:

Common stock, par value $0.01 per share
  
TCBS
  
The Nasdaq Stock Market LLC
Title of Each Class
  
Trading Symbol(s)
  
Name of Each Exchange on Which Registered

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.

The Annual Meeting of Stockholders of Texas Community Bancshares, Inc. (the “Company”) was held on August 30, 2022.  The final results of the vote on each matter submitted to a vote of stockholders are as follows:

1.
The following individuals were elected to serve as directors of the Company, each for a three-year term or until his successor is duly elected and qualified, by the following vote:

   
For
  
Withhold
  
Broker Non-Votes
Clifton D. Bradshaw
  
1,811,978
  
71,263
  
621,659
Kerry A. Kindle
  
1,812,291
  
70,950
  
621,659
Mark A. Pickens
  
1,811,178
  
72,063
  
621,659
Robert L. Smith, III
  
1,808,452
  
74,789
  
621,659

2.
The Texas Community Bancshares, Inc. 2022 Equity Incentive Plan was approved by the following vote:

For
  
Against
  
Abstentions
  
Broker Non-Votes
             
1,769,723
  
94,151
  
19,367
  
621,659

3.
The appointment of FORVIS, LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022, was ratified by the following vote:

For
  
Against
  
Abstentions
  
Broker Non-Votes
             
2,425,546
  
48,852
  
30,502
  
-0-

Item 9.01 Financial Statements and Exhibits.

(d)
Exhibits


104
Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.

   
TEXAS COMMUNITY BANCSHARES, INC.
     
     
Date: September 9, 2022
By:  
 /s/ James H. Herlocker, III
   
James H. Herlocker, III
   
Chairman, President and Chief Executive Officer