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)
November 22, 2019
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Salisbury Bancorp, Inc.
(Exact name of registrant as specified in its charter)
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Connecticut (State of other jurisdiction of incorporation) | | 000-24751 (Commission File Number) | | 06-1514263 (IRS Employer Identification No.) |
5 Bissell Street, Lakeville, Connecticut (Address of principal executive offices) | | | 06039 (Zip Code) |
| Registrant’s telephone number, including area code:(860) 435-9801 | |
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| (Former name or former address, if changed since last report) ______________________ | |
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Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered |
Common Stock, $0.10 par value per share | SAL | NASDAQ |
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)) 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.□ |
| Section 5. | Corporate Governance and Management |
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
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| (d) | Election of Directors |
Effective November 22, 2019, the Boards of Directors of Salisbury Bancorp, Inc. (the “Company”) and its subsidiary, Salisbury Bank and Trust Company (the “Bank”), voted to increase the number of directors from ten to twelve and appointed Grace E. Schalkwyk and Neila B. Radin to the Board of the Company and the Bank, respectively. Each will serve for a term expiring at the Company’s Annual Meeting of Shareholders in 2020 at which time they may seek reelection for a three year term.
There are no arrangements or understandings between Ms. Schalkwyk or Ms. Radin and any other person pursuant to which either was elected as a Director. There are no transactions in which Ms. Schalkwyk or Ms. Radin has an interest requiring disclosure under Item 404(a) of Regulation S-K of the Securities Act of 1933, as amended (the “Securities Act”). Ms. Schalkwyk and Ms. Radin will receive compensation for their service as a non-employee Director and for committee service in accordance with the Company’s director compensation program.
Ms. Schalkwyk and Ms. Radin have not yet been named to any committees of the Board of Directors.
| Item 9.01. | Financial Statements and Exhibits |
| (c) | N/A | |
| (d) | Exhibits. | |
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| | Exhibit Number | Description |
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| | 99.1 | Press Release dated November 25, 2019 |
SIGNATURE
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.
Salisbury Bancorp, Inc.
Date: November 25, 2019 | By: | /s/Richard J. Cantele, Jr. Richard J. Cantele, Jr. President and Chief Executive Officer |