UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM
_________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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).
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Item 5.07 Submission of Matters to a Vote of Security Holders
(a) The annual meeting of stockholders of The Community Financial Corporation (the “Company”) was held on May 26, 2021.
(b) The matters considered and voted on by the stockholders at the annual meeting and the vote of the stockholders were as follows:
1. The following directors were elected as directors for the terms set forth below by the following vote:
Three-Year Terms:
| Name |
Shares Voted For |
Votes Withheld | Broker Non-Votes | |||
| Michael B. Adams | 3,581,162 | 41,051 | 695,641 | |||
| William J. Pasenelli | 3,590,893 | 31,320 | 695,641 | |||
| E. Lawrence Sanders, III | 3,512,979 | 109,234 | 695,641 | |||
| Austin J. Slater, Jr. | 3,591,525 | 30,688 | 695,641 | |||
| Joseph V. Stone, Jr. | 3,586,279 | 35,934 | 695,641 |
Two-Year Term:
| Name |
Shares Voted For |
Votes Withheld | Broker Non-Votes | |||
| Gregory C. Cockerham | 3,588,133 | 34,080 | 695,641 |
One-Year Terms:
| Name |
Shares Voted For |
Votes Withheld | Broker Non-Votes | |||
| James M. Burke | 3,531,976 | 90,237 | 695,641 | |||
| James F. Di Misa | 3,552,582 | 69,631 | 695,641 |
2. The appointment of Dixon Hughes Goodman LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified by the stockholders by the following vote:
|
Shares Voted For |
Shares Voted Against |
Abstentions | ||
| 4,313,458 | 2,766 | 1,630 |
3. An advisory vote on the compensation of the Company’s named executive officers as disclosed in the proxy statement was approved by the stockholders by the following vote:
|
Shares Voted For |
Shares Voted Against |
Abstentions | ||
| 3,413,622 | 193,911 | 14,680 |
There were 695,641 broker non-votes on this proposal.
Item 7.01 Regulation FD Disclosure.
On May 27, 2021, the Company, the holding company for Community Bank of the Chesapeake, will make available management's investor presentation materials. The presentation materials include information regarding the Company's operating and growth strategies and financial performance. Pursuant to Regulation FD, the presentation materials are furnished herewith and attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Number | Description | |
| 99.1 | Presentation materials | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| THE COMMUNITY FINANCIAL CORPORATION | ||
| Date: May 27, 2021 | By: | /s/ William J. Pasenelli |
| William J. Pasenelli | ||
| Chief Executive Officer | ||