UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
Filed by the Registrantx
Filed by a Party other than the Registrant¨
Check the appropriate box:
| |
¨ | Preliminary Proxy Statement |
¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
¨ | Definitive Proxy Statement |
x | Definitive Additional Materials |
¨ | Soliciting Material Pursuant to §240.14a-12 |
AMERISERV FINANCIAL, INC.
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| | |
x | No fee required. |
¨ | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. |
| (1) | Title of each class of securities to which transaction applies: |
| (2) | Aggregate number of securities to which transaction applies: |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
| (4) | Proposed maximum aggregate value of transaction: |
| (5) | Total fee paid: |
¨ | Fee paid previously with preliminary materials. |
¨ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| (1) | Amount Previously Paid: |
| (2) | Form, Schedule or Registration Statement No.: |
| (3) | Filing Party: |
| (4) | Date Filed: |
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AmeriServ Financial, Inc.
P.O. Box 430
Johnstown, Pennsylvania 15907-0430
ADDITIONAL INFORMATION REGARDING THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON TUESDAY, APRIL 28,2020
The following Notice of Change of Location relates to the proxy statement (the "Proxy Statement") ofAmeriServ Financial, Inc. (the "Company"), dated March 19, 2020, furnished to shareholders of the Company in connection with the solicitation of proxies by the Board of Directors of the Company for use at the Annual Meeting of Shareholders (the "Annual Meeting") to be held on Tuesday, April 28,2020. This Supplement is being filed with the Securities and Exchange Commission and is being made available toshareholders on or about April6, 2020.
THE NOTICE SHOULD BE READ IN CONJUNCTION WITH THE PROXY STATEMENT.
NOTICE OF CHANGE OF LOCATION
OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON APRIL 28, 2020
To the Shareholders ofAmeriServ Financial, Inc.:
Due to the public health impact of the coronavirus outbreak (COVID-19) and to support the health and well-being of our shareholders, employees and other stakeholders, NOTICE IS HEREBY GIVEN that the location of the Annual Meeting of Shareholders ofAmeriServ Financial, Inc. (the "Company") has been changed. As previously announced, the Annual Meeting will be held on Tuesday, April 28, 2020 at 1:30 p.m., Eastern Time. In light of public health concerns regarding the
COVID-19 outbreakand to comply with an Executive Order of the Governor ofthe Commonwealth of Pennsylvania and otherrelatedgovernment pronouncements, the Annual Meeting will be held in avirtualmeeting format only. You will not be able to attend the Annual Meeting physically.
As described in the proxy materials for the Annual Meeting previously distributed, you are entitled to participate in the Annual Meeting if you were a shareholder as of the close of business on February 14, 2020, the record date, or hold a legal proxy for the meeting provided by your bank, broker, or nominee.
To be admitted to the Annual Meeting athttps://www.webcaster4.com/Webcast/Page/1438/33330, you must enter the control number found on your proxy card, voting instruction form or notice that you received previously.
You may vote during the Annual Meeting by following the instructions available on the meeting website during the meeting. Whether or not you plan to attend the Annual Meeting, we urge you to vote and submit your proxy in advance of the meeting by one of the methods described in the proxy materials for the Annual Meeting. The proxy card included with the proxy materials previously distributed will not be updated to reflect the change in location andyou may continue to use the proxy card that you previously received to vote your shares in connection with the Annual Meeting.
By Order of the Board of Directors,
/s/Jeffrey A. Stopko
President andChief Executive Officer
April6, 2020
The Annual Meeting on April 28,2020 at 1:30 p.m. Eastern Time is available athttps://www.webcaster4.com/Webcast/Page/1438/33330. The proxy statement and Annual Report are available on our website athttps://investors.ameriserv.com/CorporateProfile. Additionally, you may access our proxy materials athttps://www.proxyvote.com.