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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): September 21, 2022

ChoiceOne Financial Services, Inc.
(Exact Name of Registrant as
Specified in its Charter)

  Michigan
(State or Other Jurisdiction
of Incorporation)
000-19202
(Commission
File Number)
38-2659066
(IRS Employer
Identification No.)
 
109 East Division
Sparta, Michigan

(Address of Principal Executive Offices)
  49345
(Zip Code)
 
           

Registrant's telephone number, including area code: (616) 887-7366

 

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):

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

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

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

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

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol(s) Name of each exchange on which registered
Common stock COFS NASDAQ Capital Market

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 o

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. o

  

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On September 21, 2022, Patrick A. Cronin tendered his retirement from the Board of Directors of ChoiceOne Financial Services, Inc. ("ChoiceOne"), effective immediately. There is no disagreement between ChoiceOne and Mr. Cronin known to an executive officer of ChoiceOne, as defined in 17 CFR 240.3b-7, on any matter relating to ChoiceOne's operations, policies or practices.

On September 21, 2022, Curt E. Coulter, D.O. was appointed to the Board of Directors of ChoiceOne, effective immediately, to fill the vacancy created by the retirement of Mr. Cronin, for a term that will expire at ChoiceOne's 2024 annual meeting of shareholders. Dr. Coulter will serve on the Governance and Nominating Committee of ChoiceOne’s Board of Directors. Also on September 21, 2022, the Board of Directors of ChoiceOne increased the number of directors constituting the Board of Directors from 14 directors to 15 directors and Michelle M. Wendling was appointed to the Board of Directors to fill the resulting vacancy, for a term that will expire at ChoiceOne’s 2023 annual meeting of shareholders. Each of Dr. Coulter and Ms. Wendling also serves as a member of the Board of Directors of ChoiceOne Bank.

Neither Dr. Coulter nor Ms. Wendling is a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K. There is no agreement, arrangement or understanding pursuant to which Dr. Coulter or Ms. Wendling was selected as a director. Dr. Coulter and Ms. Wendling will be entitled to receive compensation for his or her services as a director consistent with the compensation paid to other directors as described in the Proxy Statement for ChoiceOne's 2022 annual meeting of shareholders.

Item 7.01 Regulation FD Disclosure

 

On September 22, 2022, ChoiceOne issued the press release furnished with this Form 8-K as Exhibit 99.1. Exhibit 99.1 is furnished to, and not filed with, the Commission.

 

Item 9.01 Financial Statements and Exhibits
   
Exhibit No. Exhibit
   
99.1 Press Release.  This Exhibit is furnished to, and not filed with, the Commission.

 

 

***

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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.

Dated: September 22, 2022 CHOICEONE FINANCIAL SERVICES, INC.
(Registrant)
     
    By: /s/ Adom J. Greenland
      Adom J. Greenland
Its Chief Financial Officer, Secretary and Treasurer

 

 

 

 

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