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 17, 2019
UNITED BANCORP, INC.
(Exact name of registrant as specified in its charter)
| Ohio | 0-16540 | 34-1405357 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 201 South 4th Street, Martins Ferry, Ohio | 43935-0010 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (740) 633-0445
(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).
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 Securities Holders. |
The Annual Meeting of Shareholders of United Bancorp, Inc. was held on April 17, 2019. The only matters decided by a vote of the shareholders were:
| 1. | The election of the following Directors to a new term of office to serve until the next annual meeting of stockholders: |
| Votes Cast For | Votes Withheld |
Broker Non-Votes |
||||||||||
| Scott A. Everson |
3,255,123.13 | 40,012.02 | 1,547,363.00 | |||||||||
| Gary W. Glessner |
3,258,900.13 | 36,235.02 | 1,547,363.00 | |||||||||
| John M. Hoopingarner |
3,229,301.13 | 65,834.02 | 1,547,363.00 | |||||||||
| Carl A. Novak |
3,241,089.13 | 54,046.02 | 1,547,363.00 | |||||||||
| Richard L. Riesbeck |
3,218,267.13 | 76,868.02 | 1,547,363.00 | |||||||||
| 2. | Advisory vote on the approval of Executive Compensation Programs |
| Votes Cast For |
Votes Against |
Votes Abstained |
Broker Non-Votes | |||
| 3,032,945.48 | 174,346.43 | 87,843.23 | 1,547,363.00 |
| 3. | Advisory vote on the Frequency of Votes on Executive Compensation |
| One Year |
Two Years |
Three Years |
Votes Abstained |
Broker Non-Votes | ||||
| 825,409.00 |
86,112.40 | 2,311,026.46 | 72,587.28 | 1,547,363.00 |
| 4. | The ratification of the Audit Committee’s appointment of BKD, LLP to serve as the Company’s Independent Registered Public Accounting Firm for the 2019 fiscal year. |
| Votes Cast For |
Votes Against |
Votes Abstained |
Broker Non-Votes | |||
| 4,783,150.24 |
13,809.00 | 45,538.90 | 0.00 |
| Item 8.01. | Other Events. |
On April 18, 2019, United Bancorp, Inc. issued a press release announcing the declaration by its Board of Directors on April 17, 2019 of the Company’s dividend for the second quarter of 2019, which will be payable on June 20, 2019 to shareholders of record on June 10, 2019. A copy of the press release is furnished herewith.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
The following exhibits are furnished herewith:
| Exhibit |
Exhibit Description | |
| 99 | Registrant’s press release dated April 18, 2019 | |
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: April 18, 2019 | UNITED BANCORP, INC. | |||
|
|
/s/ Scott A. Everson | |||
| Scott A. Everson, Chief Executive Officer | ||||