false 0001098146 0001098146 2023-12-20 2023-12-20
 
 
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): December 20, 2023
 
PATRIOT NATIONAL BANCORP, INC.
 
(Exact name of registrant as specified in its charter)
 
Connecticut   000-29599   06-1559137
(State or other jurisdiction
of incorporation)
   (Commission File Number)  
(IRS Employer
Identification No.)
 
 
900 Bedford Street, Stamford, Connecticut   06901
(Address of principal executive offices)   (Zip Code)
                  
Registrant’s telephone number including area code: (203) 252-5900
 
(Former name or former address, if changed since last report): Not Applicable
 
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))
 
 
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, par value $0.01 per share   PNBK   NASDAQ Global 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 ☐
 
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
 
Item 5.07 Submission of Matters to a Vote of Security Holders.
 
On December 20, 2023, Patriot National Bancorp, Inc. (the “Company”) held its 2023 Annual Meeting of Shareholders (the “Meeting”). A majority of the shareholders of the Company, which beneficially owned approximately 64.46% of its outstanding voting stock, were represented in person or by proxy at the Meeting. The matters listed below were submitted to a vote of the shareholders and each of them was approved at the Meeting. 
 
The final results of the shareholders’ votes are as follows:
 
(1) To elect six (6) directors to serve until the Company’s Annual Meeting of Shareholders to be held in 2024 and until their successors are elected.
 
NAME OF DIRECTOR
  
VOTES
FOR
    
VOTES
WITHHELD
  
                 
Michael A. Carrazza
    
1,189,206
      
790,857
  
David Lowery
    
1,577,982
      
402,081
  
Edward N. Constantino
    
1,156,323
      
823,740
  
Emile Van den Bol
    
1,154,980
      
825,083
  
Michael J. Weinbaum
    
1,159,523
      
820,540
  
Grace Doherty
    
1,577,564
      
402,499
 
(2) To approve and ratify the appointment of RSM US LLP to serve as the independent registered public accounting firm for the Company for the 2023 fiscal year.
 
VOTES FOR
    
2,343,237
  
VOTES AGAINST
    
20,953
  
ABSTAINED/WITHHELD
    
192,127
  
 
 
 
 
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.
 
Patriot National Bancorp, Inc.
December 22, 2023
 
By: /s/ David Lowery
Name: David Lowery
Title: Chief Executive Officer
 
 
 
 
v3.23.4
Document And Entity Information
Dec. 20, 2023
Document Information [Line Items]  
Entity, Registrant Name PATRIOT NATIONAL BANCORP, INC.
Document, Type 8-K
Document, Period End Date Dec. 20, 2023
Entity, Incorporation, State or Country Code CT
Entity, File Number 000-29599
Entity, Tax Identification Number 06-1559137
Entity, Address, Address Line One 900 Bedford Street
Entity, Address, City or Town Stamford
Entity, Address, State or Province CT
Entity, Address, Postal Zip Code 06901
City Area Code 203
Local Phone Number 252-5900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol PNBK
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0001098146
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