Oak Valley Bancorp (CA) filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure, Financial Statements and Exhibits

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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:

 

☐ 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:

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. 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.  ☐

 

 

 

 

(b)         Retirement of Danny L. Titus and Thomas A. Haidlen

 

On June 18, 2025, Oak Valley Bancorp issued a press release announcing that Danny L. Titus and Thomas A. Haidlen have retired as directors of Oak Valley Bancorp (the “Company”) and of its wholly owned subsidiary Oak Valley Community Bank effective June 17, 2025. Their retirements were not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

 

 

At the Annual Meeting of Shareholders held June 17, 2025, the following matters were submitted to a vote of security holders with the indicated number of votes being cast for, against or withheld, and with the indicated number of abstentions:

 

 

 

*Mr. Haidlen was elected for a 2-year term which will expire in 2027.

 

 

 

 

 

 

 

 

 

On June 18, 2025, the Company issued a press release announcing the retirements of directors Danny L. Titus and Thomas A. Haidlen and the election of Erich A. Haidlen to the Company’s Board of Directors. A copy of the press release is furnished as Exhibit 99.1 hereto.

 

The information under this Item 7.01, including Exhibit 99.1, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

 

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

 

 

 

 

 

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.