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    Eagle Bancorp Montana Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    4/24/24 1:35:21 PM ET
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    ebmt20240423_8k.htm
    false 0001478454 0001478454 2024-04-18 2024-04-18
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, DC 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): April 18, 2024
     
    Eagle Bancorp Montana, Inc.
    (Exact name of registrant as specified in its charter)
     
    Delaware
    (State or other jurisdiction
    of incorporation)
     
    1-34682
    (Commission
    File Number)
     
    27-1449820
    (IRS Employer
    Identification No.)
     
    1400 Prospect Ave.
    Helena, MT 59601
    (Address of principal executive offices)(Zip Code)
    Registrant’s telephone number, including area code: (406) 442-3080
     
     
     
     

     
    Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting 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))
     
    Securities registered pursuant to Section 12(b) of the Act:
     
    Title of each class
    Trading
    Symbol(s)
    Name of each exchange
    on which registered
    Common Stock, par value $0.01 per share EBMT Nasdaq Global Market
     
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
    Emerging growth company ☐
     
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.          ☐
     
     

     
     
    Item 5.07 Submission of Matters to a Vote of Security Holders
     
    At the 2024 Annual Meeting of Shareholders of Eagle Bancorp Montana, Inc. held on April 18, 2024, three proposals were submitted to the shareholders. Of 8,016,784 shares outstanding and entitled to vote at our Annual Meeting, 5,948,961 were present in person or by proxy. The proposals are described in detail in the Company’s Proxy Statement. The following is a summary of the voting results for each matter presented to the shareholders.
     
    Proposal 1
    Election of four directors, each to serve for a three-year term until the 2027 Annual Meeting: Kenneth M. Walsh, Shavon R. Cape, Thomas J. McCarvel and Laura F. Clark. Each nominee for director was elected by a vote of the shareholders as follows:
     
         
    Votes For
       
    Votes Withheld
       
    Broker Non-vote
     
    Kenneth M. Walsh
        3,725,091     973,737     1,250,038  
    Shavon R. Cape
        4,172,301     526,527     1,250,038  
    Thomas J. McCarvel
        4,420,173     278,655     1,250,038  
    Laura F. Clark
        4,619,451     79,377     1,250,038  
     
    Proposal 2
    Ratification of the appointment of Moss Adams LLP as independent registered public accounting firm for fiscal year 2024. The proposal was approved by a vote of shareholders as follows:
     
         
    Votes For
       
    Votes Against
       
    Abstentions
     
    Ratification of Moss Adams LLP as independent registered public accountants
        5,660,546     266,439     21,976  
     
    Proposal 3
    The advisory vote on named executive officer compensation, as disclosed in our Proxy Statement, was approved by the following vote:
     
       
    Votes For
       
    Votes Against
       
    Abstentions
      Broker Non-vote  
    Advisory vote on named executive officer compensation as disclosed in the Proxy Statement   3,139,939     1,301,687     257,297   1,250,038  
     
    2
     
     
    Item 9.01 Financial Statements and Exhibits
     
    (d) Exhibits. The following exhibit is filed as part of this Form 8-K:
     
    Exhibit No.
    Description
    104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
             
     
    3
     
     
    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.
     
     
    EAGLE BANCORP MONTANA, INC.
    Date: April 24, 2024
    By:
    /s/ Miranda J. Spaulding
    Miranda J. Spaulding
    Senior Vice President & CFO
     
     
    4
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