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 18, 2016

 

Landmark Bancorp, Inc.
(Exact name of registrant as specified in its charter)

 

Delaware 0-33203 43-1930755
(State or other jurisdiction
of incorporation)
(Commission File Number) (I.R.S. Employer Identification
No.)

 

701 Poyntz Avenue
Manhattan, Kansas 66502
(Address of principal executive offices) (Zip code)

 

(785) 565-2000
(Registrant’s telephone number, including area code)

 

N/A

(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 (see General Instruction A.2. below):

 

¨ 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.

 

On May 18, 2016, the Company held its Annual Meeting of Stockholders in Manhattan, Kansas. Of the 3,580,826 shares of common stock eligible to vote at the Annual Meeting, 3,188,415 shares were represented in person or by proxy, representing approximately 89.0% of the outstanding shares. The final results of voting on each of the proposals submitted to stockholders at the Annual Meeting are as follows:

 

1)Election of three Class III members of the Board to serve a three-year term expiring in 2019:

 

Name Votes For Votes
Against
Abstentions Broker Non-
Votes
Patrick L. Alexander 2,058,072 46,841    7,992 1,075,510
Jim W. Lewis 2,054,867 24,763   33,275 1,075,510
Michael E. Scheopner 2,051,400 28,031   33,474 1,075,510

 

 

2)Approval, in a non-binding, advisory vote, of the compensation of our named executive officers:

 

Votes For Votes Against Abstentions Broker Non-
Votes
1,772,770 297,787  42,348 1,075,510

 

3)Ratification of the appointment of Crowe Chizek LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2016:

 

Votes For Votes Against Abstentions Broker Non-
Votes
3,121,909 35,950 30,556 -

 

 

 

 

 

 

 

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.

 

Date: May 19, 2016 Landmark Bancorp, Inc.  
     
     
  By: /s/ Mark A. Herpich  
  Name: Mark A. Herpich  
  Title: Vice President, Secretary, Treasurer and
Chief Financial Officer