Bogota Financial Corp.

05/09/2023 | Press release | Distributed by Public on 05/09/2023 08:14

Submission of Matters to a Vote of Security Holders - Form 8-K

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 8, 2023

Bogota Financial Corp.
(Exact Name of Registrant as Specified in Charter)

Maryland
001-39180
84-3501231
(State or Other Jurisdiction)
(Commission File No.)
(I.R.S. Employer
of Incorporation)
Identification No.)
819 Teaneck Road, Teaneck, New Jersey
07666
(Address of Principal Executive Offices)
(Zip Code)


Registrant's telephone number, including area code: (201) 862-0660

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))

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
BSBK
The Nasdaq Stock Market, LLC

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. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders of Bogota Financial Corp. (the "Company") was held on May 8, 2023. The final results of the vote on each matter submitted to a vote of stockholders are as follows:

1.
The following individuals were elected as directors of the Company, each for a three-year term or until his successor is duly elected and qualified, by the following vote:

For
Withhold
Broker Non-Votes
Steven M. Goldberg
11,703,129 522,817
 1,067,217
John Masterson
11,416,610 809,336 1,067,217

2.
The appointment of S.R. Snodgrass, P.C. to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified by the following vote:

For
Against
Abstentions

12,965,571 315,174
 12,418


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.


BOGOTA FINANCIAL CORP.
DATE: May 9, 2023
By:
/s/ Brian McCourt
Brian McCourt
Executive Vice President and Chief Financial Officer