Form 8-K

 

 

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 15, 2013

 

 

Plumas Bancorp

(Exact name of registrant as specified in its charter)

 

 

 

California   000-49883   75-2987096

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

35 S. Lindan Avenue, Quincy, CA     95971
(Address of principal executive offices)     (Zip Code)

Registrant’s telephone number, including area code (530)283-7305

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))

 

 

 

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

At the Annual Meeting of Shareholders of Plumas Bancorp held on May 15, 2013, the shareholders voted on (i) the election of eight directors for the next year, (ii) approval of a non-binding advisory vote on the Company’s executive compensation, (iii) the frequency of future voting on the non-binding advisory vote on executive compensation, (iv) the ratification of the appointment of Crowe Horwath LLP as our independent auditors for the fiscal year ending December 31, 2013 and (v) on the approval of the Plumas Bancorp 2013 stock option plan. These matters were submitted to a vote through the solicitation of proxies. The results of the votes are set forth below:

Proposal #1: Election of Directors

On the proposal to elect Directors of Plumas Bancorp, the Board of Director’s nominees were elected as Directors of Plumas Bancorp until the 2014 Annual Meeting of Shareholders and until their successors are duly elected and qualified. The voting results were as follows:

 

Nominee

   

Votes For

Nominee

   

Votes

Withheld or

Against

Nominee

   

Abstentions

   

Broker Non-Votes

Alvin G. Blickenstaff

    1,700,786    77,451    n/a    1,655,185

William E. Elliott

    1,672,985    105,252    n/a    1,655,185

Gerald W. Fletcher

    1,697,247    80,990    n/a    1,655,185

John Flournoy

    1,704,247    73,990    n/a    1,655,185

Arthur C. Grohs

    1,701,497    76,740    n/a    1,655,185

Terrance J. Reeson

    1,704,247    73,990    n/a    1,655,185

Robert J. McClintock

    1,704,247    73,990    n/a    1,655,185

Daniel E. West

    1,695,247    82,990    n/a    1,655,185

Proposal #2: Non-Binding Advisory Vote on Executive Compensation

On the proposal for the approval of non-binding advisory vote on executive compensation the voting results were as follows:

 

For

   

Against

   

Abstain

   

Broker Non-Votes

1,671,771

    78,015    28,451    1,655,185

Proposal #3: Frequency of Future Voting on the Non-Binding Advisory Vote on Executive Compensation

On the proposal for the frequency of future voting on the non-binding advisory vote on executive compensation the voting results were as follows:

 

One Year

   

Two Years

   

Three Years

   

Abstain

   

Broker Non-Votes

251,462

    69,978    1,315,480    141,317    1,655,185

Proposal #4: Ratification of the Appointment of Independent Auditors

On the proposal for the ratification of the appointment of Crowe Horwath LLP as our independent auditors for the fiscal year ending December 31, 2013 the voting results were as follows:

 

For

   

Against

   

Abstain

3,408,533

    8,211    16,678

Proposal #5: Plumas Bancorp 2013 Stock Option Plan

On the proposal for the approval of the Plumas Bancorp 2013 Stock Option Plan the voting results were as follows:

 

For

   

Against

   

Abstain

   

Broker Non-Votes

1,622,522

    125,794    29,921    1,655,185

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.

 

 

Plumas Bancorp

(Registrant)

May 17, 2013   By:  

/s/ Richard L. Belstock

   

Name: Richard L. Belstock

Title: Chief Financial Officer