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 26,2012


National Bancshares Corporation
(Exact name of registrant specified in its charter)
Ohio
(State or other jurisdiction of incorporation)

0-14773
(Commission File Number)

34-1518564
IRS Employer Identification No.)

112 West Market Street, Orrville, Ohio
(Address of principal executive offices)

44667
(Zip Code)

(330) 682-1010
Registrants telephone number, including area code






[not applicable]

(Former name or former address, if changed since last report)

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 (see General Instruction
A.2. below):

[  ] 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)

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Item 5.07 Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders of National Bancshares Corporation (the
`Company`) was held on April 26, 2012 for the purpose of considering and
voting on the following:

1. To elect four directors for a term of three (3) years;

2. To ratify the selection of Crowe Horwath LLP as the Company`s independent
registered public accounting firm for the year ended December 31, 2012; and

3. To transact such other business as may lawfully be brought before the
meeting.

The total number of shares of the Company`s common stock issued, outstanding
and entitled to vote at the Annual Meeting was 2,216,599 shares of which
1,728,409 shares representing 78% were present at the meeting either in
person or by proxy. The holders of common stock of the Company voted on two
proposals at the Annual Meeting, which were approved. No other business was
brought before the meeting. The following is a summary of the final voting
results for each proposal presented to our shareholders:



Proposal 1: Our shareholders approved the election of all nominees for
director for a period of three (3) years as set forth below:


                        Number of       Number of                       Broker
                        Votes For       Votes Withheld  Abstentions     Non-Votes
                                                            
Bobbi E. Douglas        1,087,466       221,634         -               419,209
John L. Muhlbach, Jr.   1,102,989       206,210         -               419,209
Victor B. Schantz       1,262,430        46,769         -               419,209
Howard J. Wenger        1,259,382        49,817         -               419,209





Proposal 2: Our shareholders approved the ratification of Crowe Horwath LLP
as the Company`s independent public accounting firm as set forth below:


                        Number of       Number of                       Broker
                        Votes For       Votes Against   Abstentions     Non-Votes
                                                            
Total Shares Voted      1,715,744       6,256           6,306           -



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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.

National Bancshares Corporation


Date:  May 2, 2012

/s/ Mark R. Witmer
Mark R. Witmer
President and Chief Executive Officer

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