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Section 1: 8-K (8-K)

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): April 17, 2019

 

 

UNITED BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

Ohio   0-16540   34-1405357

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

201 South 4th Street, Martins Ferry, Ohio   43935-0010
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (740) 633-0445

(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))

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 Securities Holders.

The Annual Meeting of Shareholders of United Bancorp, Inc. was held on April 17, 2019. The only matters decided by a vote of the shareholders were:

 

  1.

The election of the following Directors to a new term of office to serve until the next annual meeting of stockholders:

 

     Votes Cast For      Votes
Withheld
     Broker
Non-Votes
 

Scott A. Everson

     3,255,123.13        40,012.02        1,547,363.00  

Gary W. Glessner

     3,258,900.13        36,235.02        1,547,363.00  

John M. Hoopingarner

     3,229,301.13        65,834.02        1,547,363.00  

Carl A. Novak

     3,241,089.13        54,046.02        1,547,363.00  

Richard L. Riesbeck

     3,218,267.13        76,868.02        1,547,363.00  

 

  2.

Advisory vote on the approval of Executive Compensation Programs

 

Votes Cast For

  

Votes Against

  

Votes Abstained

  

Broker Non-Votes

3,032,945.48    174,346.43    87,843.23    1,547,363.00

 

  3.

Advisory vote on the Frequency of Votes on Executive Compensation

 

One Year

  

Two Years

  

Three Years

  

Votes Abstained

  

Broker Non-Votes

825,409.00

   86,112.40    2,311,026.46    72,587.28    1,547,363.00

 

  4.

The ratification of the Audit Committee’s appointment of BKD, LLP to serve as the Company’s Independent Registered Public Accounting Firm for the 2019 fiscal year.

 

Votes Cast For

  

Votes Against

  

Votes Abstained

  

Broker Non-Votes

4,783,150.24

   13,809.00    45,538.90    0.00

 

Item 8.01.

Other Events.

On April 18, 2019, United Bancorp, Inc. issued a press release announcing the declaration by its Board of Directors on April 17, 2019 of the Company’s dividend for the second quarter of 2019, which will be payable on June 20, 2019 to shareholders of record on June 10, 2019. A copy of the press release is furnished herewith.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits

The following exhibits are furnished herewith:

 

Exhibit
Number

  

Exhibit Description

99    Registrant’s press release dated April 18, 2019


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: April 18, 2019     UNITED BANCORP, INC.

 

    /s/ Scott A. Everson
    Scott A. Everson, Chief Executive Officer
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Section 2: EX-99 (EX-99)

EX-99

EXHIBIT 99

 

LOGO

 

 

 

PRESS RELEASE

 

 

United Bancorp, Inc.

201 South 4th at Hickory Street, Martins Ferry, OH 43935

 

Contact:    Scott A. Everson    Randall M. Greenwood
   President and CEO    Senior Vice President, CFO and Treasurer
Phone:    (740) 633-0445 Ext. 6154    (740) 633-0445 Ext. 6181
   ceo@unitedbancorp.com    cfo@unitedbancorp.com

FOR IMMEDIATE RELEASE:        11:00 AM        April 18, 2019

 

Subject:

United Bancorp, Inc. Declares its Second Quarter Regular Cash Dividend Payment at $0.1350 per Share which produces a Forward Yield of 4.98% and Reports on Annual Shareholder Meeting.

MARTINS FERRY, OHIO ◆◆◆ On April 17, 2019, the Board of Directors of United Bancorp, Inc. (UBCP) declared a second quarter dividend payment of $0.1350 per share for shareholders of record on June 10, 2019 with a payment date of June 20, 2019. This payment is greater than the cash dividend paid in the first quarter, which was $0.1325, and is the second quarterly increase in 2019. At this present cash dividend payout level, the forward yield is 4.98% based on the most recent quarter-ending market price.

Scott A. Everson, President and CEO announced at the annual meeting held that date, the Shareholders of UBCP elected Directors for the following year including himself; Gary W. Glessner, CPA and President of Glessner and Associates, PLLC; John M. Hoopingarner, Executive Director, Muskingum Watershed Conservancy District, New Philadelphia, Dr. Carl A. Novak, Dentist/Owner, Novak Dental Clinic, Clarington and Richard L. Riesbeck, Chairman of the UBCP Board of Directors and President, Riesbeck Food Markets, Inc., St. Clairsville.

United Bancorp, Inc. is headquartered in Martins Ferry, Ohio and has total assets of $621.0 million and total shareholder’s equity of $53.8 million as of March 31, 2019. Through its single bank charter, Unified Bank, the Company has nineteen banking offices that serve the Ohio Counties of Athens, Belmont, Carroll, Fairfield, Harrison, Jefferson and Tuscarawas. The Company also operates a Loan Production Office in Wheeling, WV. United Bancorp, Inc. trades on the NASDAQ Capital Market tier of the NASDAQ Stock Market under the symbol UBCP, Cusip #909911109.

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