8-K
filed April 24, 2023, 7:59 PM ET
ticker CZNC
CIK 0000810958
other
confidence high
sentiment neutral
materiality 0.15
Shareholders elect Dorwart, Scovill, Singer as directors; equity plan approved
CITIZENS & NORTHERN CORP
- Class III directors elected: Dorwart (7.1M for), Scovill (7.1M for), Singer (6.7M for) with 3.45M broker non-votes each.
- Advisory say-on-pay passed with 6.3M for vs 0.9M against; 1-year frequency selected with 6.4M votes.
- 2023 Equity Incentive Plan approved: 6.9M for, 0.4M against.
- Baker Tilly ratified as auditor with 10.5M for, 0.2M against; ~10.9M shares voted, ~70% turnout.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
CITIZENS & NORTHERN CORP shareholders approved Approval and Adoption of the frequency of the advisory vote on the Compensation of the Named Executive Officers as Disclosed in the Proxy Statement at the 2023-04-20 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-04-20
Exact text from the filing
Proposal III – Approval and Adoption of the frequency of the advisory vote on the Compensation of the Named Executive Officers as Disclosed in the Proxy Statement Voting on the frequency of the advisory vote on the compensation of the Named Executive Officers as disclosed in the proxy statement was as follows: Total Votes in Favor of 1 Year 6,390,245 Total Votes in Favor of 2 Years 216,285 Total Votes in Favor of 3 Years 633,815 Total Abstained 201,799 Broker Non-Votes 3,452,465
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
CITIZENS & NORTHERN CORP shareholders approved Approval and Adoption of the Citizens & Northern Corporation 2023 Equity Incentive Plan at the 2023-04-20 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-04-20
Exact text from the filing
Proposal IV – Approval and Adoption of the Citizens & Northern Corporaton 2023 Equity Incentive Plan Voting on the requested approval and adoption of the Citizens & Northern Corporation 2023 Equity Incentive Plan was as follows: Total Votes in Favor 6,855,613 Total Votes Against 439,811 Total Abstained 146,720 Broker Non-Votes 3,452,465
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
CITIZENS & NORTHERN CORP shareholders approved Election of Class III Directors at the 2023-04-20 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-04-20
Exact text from the filing
Proposal I - Election of Class III Directors Voting for the Class III Directors elected to serve for a term of three years is summarized as follows: Stephen M. Dorwart Total Votes in Favor 7,145,400 Total Votes Withheld / Against 296,748 Broker Non-Votes 3,452,461 J. Bradley Scovill Total Votes in Favor 7,147,173 Total Votes Withheld / Against 294,975 Broker Non-Votes 3,452,462 Aaron K. Singer Total Votes in Favor 6,696,042 Total Votes Withheld / Against 746,105 Broker Non-Votes 3,452,462
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
CITIZENS & NORTHERN CORP shareholders approved Approval and Adoption of the 2022 Compensation of the Named Executive Officers as Disclosed in the Proxy Statement at the 2023-04-20 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-04-20
Exact text from the filing
Proposal II – Approval and Adoption of the 2022 Compensation of the Named Executive Officers as Disclosed in the Proxy Statement Voting on the requested approval and adoption of the 2022 compensation of the named executive officers as disclosed in the proxy statement was as follows: Total Votes in Favor 6,305,211 Total Votes Against 911,377 Total Abstained 225,556 Broker Non-Votes 3,452,465
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
CITIZENS & NORTHERN CORP shareholders approved Ratification of the appointment of Baker Tilly US, LLP as independent registered public accounting firm for the year ending December 31, 2023 at the 2023-04-20 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-04-20
Exact text from the filing
Proposal V – Ratification of the appointment of the firm of Baker Tilly US, LLP as the Corporation’s independent registered public accounting firm for the year ending December 31, 2023 Voting on the requested ratification of the appointment of the firm of Baker Tilly US, LLP as independent auditors of the Corporation was as follows: Total Votes in Favor 10,542,533 Total Votes Against 222,737 Total Abstained 129,334 Broker Non-Votes 0
View on SEC.gov
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