---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-055825"
form_type: "8-K"
ticker: "ACNB"
cik: "0000715579"
company_name: "ACNB CORP"
filed_at: "2023-05-04T23:59:59+00:00"
generated_at: "2026-06-15T23:32:42.810656+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.35
calibrated_materiality_score: 0.35
confidence: "high"
source: SEC EDGAR
---

# ACNB holds 2023 annual meeting; elects directors, approves exec compensation, notes retirements

## Summary
- All five Class 3 director nominees elected: Chaney, Elsner, Helt, Kelley, Potts.
- Non-binding vote on executive compensation approved: 3.39M for, 1.29M against.
- Shareholders selected one-year frequency for future say-on-pay votes (4.32M for).
- Ratification of Crowe LLP as auditor approved: 6.11M for, 32.8K against.
- Retirements: Lynda Glass (39 yrs), Tom Rasmussen (40 yrs), Thomas Stone (42 yrs). New EVPs: Mark Blacksten (MD Market), Brett Fulk (Chief Strategy).

## SEC filing metadata
- accession: 0001104659-23-055825
- form_type: 8-K
- ticker: ACNB
- cik: 0000715579
- company_name: ACNB CORP
- filed_at: 2023-05-04T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.35
- calibrated_materiality_score: 0.35
- confidence: high
- sec_items: 5.07, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/715579/000110465923055825/0001104659-23-055825-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/715579/000110465923055825/tm2314451d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-055825
- JSON: https://secwatch.observer/filing/0001104659-23-055825.json
- Plain text: https://secwatch.observer/filing/0001104659-23-055825.txt

## Key facts
- Shareholder Votes
  ACNB CORP shareholders approved Proposal No. 4 – To Ratify the Selection of the Independent Registered Public Accounting Firm at the 2023-05-02 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-02
  source text: Proposal No. 4 – To Ratify the Selection of the Independent Registered Public Accounting Firm The shareholders voted to ratify the selection of Crowe LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The results of the vote were as follows: For Against Abstain Broker Non-Votes 6,108,399.69 32,845.00 58,008.21 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/715579/000110465923055825/0001104659-23-055825-index.htm
- Shareholder Votes
  ACNB CORP shareholders approved Proposal No. 2 – To Conduct a Non-Binding Vote on Executive Compensation at the 2023-05-02 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-02
  source text: Proposal No. 2 – To Conduct a Non-Binding Vote on Executive Compensation The shareholders voted to approve, on a non-binding basis, the compensation paid to the Company’s Named Executive Officers. The results of the vote were as follows: For Against Abstain Broker Non-Votes 3,392,439.60 1,291,834.16 121,822.14 1,393,157.00
  evidence_url: https://www.sec.gov/Archives/edgar/data/715579/000110465923055825/0001104659-23-055825-index.htm
- Shareholder Votes
  ACNB CORP shareholders approved Proposal No. 3 - To conduct a non-binding vote on the frequency of non-binding shareholder votes on executive compensation at the 2023-05-02 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-02
  source text: Proposal No. 3 - To conduct a non-binding vote on the frequency of non-binding shareholder votes on executive compensation The shareholders voted to approve, on a non-binding basis, on the frequency of non-binding shareholder votes on executive compensation. The results of the vote were as follows: One Year Two Years Three Years Abstain Broker Non-Votes 4,318,683.99 137,047.49 230,466.05 119,898.37 1,393,157.00
  evidence_url: https://www.sec.gov/Archives/edgar/data/715579/000110465923055825/0001104659-23-055825-index.htm
- Shareholder Votes
  ACNB CORP shareholders approved Proposal No. 1 – To Elect Class 3 Directors at the 2023-05-02 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-02
  source text: Proposal No. 1 – To Elect Class 3 Directors The shareholders voted to elect five (5) Class 3 Directors to serve for terms of three (3) years and until their successors are elected and qualified. The results of the vote were as follows: Nominee For Against Abstain Broker Non- Votes Kimberly S. Chaney 4,231,165.74 522,145.45 52,784.71 1,393,157.00 Frank Elsner, III 3,991,512.82 769,652.86 44,930.22 1,393,157.00 James P. Helt 4,199,854.36 561,534.31 44,707.23 1,393,157.00 Scott L. Kelley 3,797,633.90 964,943.04 43,518.96 1,393,157.00 Daniel W. Potts 3,518,597.82 1,242,144.86 45,353.22 1,393,157.00
  evidence_url: https://www.sec.gov/Archives/edgar/data/715579/000110465923055825/0001104659-23-055825-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.