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): May 19, 2015

 

Juniata Valley Financial Corp.

(Exact name of registrant as specified in its charter)

  

Pennsylvania   0-13232   232235254
(State or other Jurisdiction of
Incorporation)		   (Commission File Number)   (IRS Employer Identification
No.)

  

Bridge and Main Streets, Mifflintown,
Pennsylvania

 

17059

(Address of principal executive offices)   (Zip Code)

  

Registrant’s telephone number, including area code: ( 717 ) 436 - 8211

 

 

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:

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 
 

  

Item 5.07

 

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

The Annual Meeting of Shareholders (the “Annual Meeting”) of Juniata Valley Financial Corp. (the “Company” or “Juniata Valley”) was held on May 19, 2015. At the Annual Meeting, the shareholders elected 2 Class A directors to serve until the 2018 Annual Meeting, as described below:

 

 

    Withhold Abstentions /
Name For Authority Broker Non-votes
Martin L. Dreibelbis 2,258,387 60,756 0
Richard M. Scanlon 2,261,540 57,603 0

  

At the Annual Meeting, the shareholders approved the non-binding “say on pay” proposal regarding compensation of the named executive officers, as follows:

 

For Against Abstain Broker Non-votes
2,095,067 125,954 98,122 0

  

There were no other matters considered at the meeting.

  

Item 7.01 Regulation FD Disclosure

On May 19, 2015, Juniata Valley Financial Corp. held its Annual Meeting of Shareholders (“Annual Meeting”). The presentation for the Annual Meeting, attached as Exhibit 99.1 and incorporated by reference, is being furnished to the SEC and shall not be deemed to be “filed” for any purpose.

 

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1 Juniata Valley Financial Corp. Annual Meeting Presentation

 

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 thereunto duly authorized.

 

 

  Juniata Valley Financial Corp.
     
     
Date: May 21, 2015 By: /s/ JoAnn McMinn
  Name: JoAnn McMinn
  Title: EVP, Chief Financial Officer