UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): August 28, 2024
RIVERVIEW BANCORP, INC.
(Exact name of registrant as specified in its charter)
Washington
| | 000-22957
| | 91-1838969
|
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| 900 Washington Street, Suite 900, Vancouver, Washington | | 98660
|
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (360) 693-6650
| 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. |
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☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section12(b) of the Act: |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, par value of $0.01 per share
| | RVSB
| | The NASDAQ Stock Market LLC
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| 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). |
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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. [ ]
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Item 5.07 Submission of Matters to a Vote of Security Holders
| (a) | The Annual Meeting of the Riverview Bancorp, Inc. (the “Company”) was held on August 28, 2024 (“Annual Meeting”). |
| (b) | There were a total of 21,111,041 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 15,660,249 shares of common stock were represented in person or by proxy, therefore a quorum was present. The following proposal was submitted by the Board of Directors to a vote of stockholders: |
Proposal 1. Election of Directors. The following individuals were elected as directors:
| | FOR | | WITHHELD | | BROKER NON-VOTES |
| | No. of votes | | Percentage of shares present | | No. of Votes | | Percentage of shares present | | No. of votes |
| Stacey A. Graham | 14,625,518 | | 93.39 | | | 1,034,731 | | 6.61 | | - |
| B. Nicole Sherman | 15,237,048 | | 97.30 | | | 423,201 | | 2.70 | | - |
Based on the votes set forth above, Ms. Graham and Ms. Sherman were duly elected to serve as directors of the Company for a three-year term expiring at the annual meeting of stockholders in 2027 and until their respective successors have been duly elected and qualified.
The terms of Directors Gerald L. Nies, Patricia W. Eby, Bradley J. Carlson, Bess R. Wills, Larry A. Hoff and Valerie Moreno continued.
(c) None.
Proposal 2. An advisory (non-binding) vote to approve our executive compensation. This proposal received the following votes:
For | | Percentage of shares present | | Against | | Percentage of shares present | | Abstain | | Percentage of shares present | | Broker Non-Vote |
| 13,643,172 | | 87.1 | | 1,279,503 | | 8.2 | | 737,574 | | 4.7 | | - |
Based on the votes set forth above, the compensation of the Company’s named executive officers was approved by stockholders.
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.
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Date: August 30, 2024
| /S/ David Lam
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| | David Lam
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| | Executive Vice President and
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| | Chief Financial Officer
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| | (Principal Financial Officer)
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