Director Kristin O'Donnell resigns; annual meeting elects board, ratifies auditor

FIDELITY D & D BANCORP INC

Kristin D. O'Donnell resigned from boards of Fidelity D&D and its bank effective May 2, 2023, after serving since 2012.
At annual meeting, Class B directors William Joyce, Kristin O'Donnell, and Alan Silverman were elected; O'Donnell resigned same day.
Shareholders ratified RSM US LLP as independent auditor for FY2023 with 4.19M votes for.
Management presentation furnished as Exhibit 99.1; no specific financial data available in filing text.

item 5.02 item 5.07 item 7.01 item 9.01

Executive movements

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Departed

Kristin D. O'Donnell

Class B Director

FDBC · FIDELITY D & D BANCORP INC

Effective: 2023-05-02
Filed: May 3, 2023, 7:59 PM ET

Kristin D. O'Donnell, a Class B Director, resigned, effective May 2, 2023, from the Boards of Directors of Fidelity D & D Bancorp, Inc. (the “Corporation”) and The Fidelity Deposit and Discount Bank (the “Bank”), the Corporation’s wholly-owned subsidiary.

Key facts

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Executive change SEC 8-K Item 5.02 confidence 0.95

Kristin D. O'Donnell resigned as Class B Director at FIDELITY D & D BANCORP INC.

Action: resigned
Role: Class B Director

Exact text from the filing

Kristin D. O'Donnell, a Class B Director, resigned, effective May 2, 2023, from the Boards of Directors of Fidelity D & D Bancorp, Inc. (the “Corporation”) and The Fidelity Deposit and Discount Bank (the “Bank”), the Corporation’s wholly-owned subsidiary.

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

FIDELITY D & D BANCORP INC shareholders approved To ratify the selection of RSM US LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023 at the 2023-05-02 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2023-05-02

Exact text from the filing

To ratify the selection of RSM US LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023. The proposal received the following votes: Votes for Votes against Votes abstain Broker non-votes 4,194,139 1,905 9,341 -

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

FIDELITY D & D BANCORP INC shareholders approved Election of three Class B Directors to serve for a three-year term and until their successors are properly elected and qualified at the 2023-05-02 meeting.

Proposal: director election
Outcome: passed
Meeting: 2023-05-02

Exact text from the filing

Election of three Class B Directors to serve for a three-year term and until their successors are properly elected and qualified: Votes for Votes withheld Broker non-votes William J. Joyce, Sr. 2,791,760 288,443 1,125,182 Kristin D. O'Donnell 2,749,130 331,073 1,125,182 Alan Silverman 3,003,707 76,496 1,125,182

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Source: SEC EDGAR

accession 0001437749-23-012320

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