0001341318-23-000037 8-K 12 20230518 5.07 20230518 20230518 LAKE SHORE BANCORP, INC. 0001341318 6035 204729288 X1 1231 8-K 34 000-51821 23935017 31 EAST FOURTH STREET DUNKIRK NY 14048 716-366-4070 31 EAST FOURTH STREET DUNKIRK NY 14048 Lake Shore Bancorp, Inc. 20051012 8-K 1 lsbk-20230518x8k.htm 8-K false000134131800013413182023-05-182023-05-18 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 18, 2023 LAKE SHORE BANCORP, inc. (Exact name of registrant as specified in its charter) United States 000-51821 20-4729288 (State or other jurisdiction of (IRS Employer incorporation) (Commission File Number) Identification No.) 31 East Fourth Street, Dunkirk, NY 14048 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (716) 366-4070 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: [ ] 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: Trading Title of each class Symbol(s) Name of each exchange on which registered Common stock, par value $0.01 per share LSBK 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 5.07Submission of Matters to a Vote of Security Holders. On May 17, 2023, the Company held its Annual Meeting of Shareholders, at which time shareholders were asked to consider three proposals, as follows: 1.To elect two (2) directors to the Board of Directors of the Company for a three-year term expiring in 2026; 2.To approve, on an advisory basis, a non-binding resolution regarding the compensation of our named executive officers; and 3.To ratify the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The shareholders elected the directors to the terms stated above, approved the non-binding resolution regarding the compensation of our named executive officers and ratified the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The vote tabulation was as follows: 1.Election of two (2) directors to serve on the Board of Directors of the Company for a three-year term expiring in 2026. Votes For Votes Withheld Broker Non-Votes Michelle M. DeBergalis (2026) 4,500,751 286,903 342,737 Jack L. Mehltretter (2026) 4,508,729 278,925 342,737 2.To approve, on an advisory basis, a non-binding resolution regarding the compensation of our named executive officers. Votes For Votes Against Votes Abstained Broker Non-Votes Number of votes 4,430,466 300,437 56,751 342,737 3.To ratify the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. Votes For Votes Against Votes Abstained 4,918,847 204,090 7,455 Item 9.01Financial Statements and Exhibits. (d)Exhibits 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) -------------------------------------------------------------------------------- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. LAKE SHORE BANCORP, inc. By: /s/ Rachel A. Foley Name: Rachel A. Foley Title: Chief Financial Officer Date: May 18, 2023