Orrstown Financial Services Files 8-K
Ticker: ORRF · Form: 8-K · Filed: May 31, 2024 · CIK: 826154
| Field | Detail |
|---|---|
| Company | Orrstown Financial Services Inc (ORRF) |
| Form Type | 8-K |
| Filed Date | May 31, 2024 |
| Risk Level | low |
| Pages | 3 |
| Reading Time | 3 min |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-action, financial-reporting
TL;DR
Orrstown Financial Services filed an 8-K on May 30, 2024, covering votes, other events, and financials.
AI Summary
On May 30, 2024, Orrstown Financial Services, Inc. filed an 8-K report detailing a submission of matters to a vote of security holders. The filing also includes information on other events and financial statements and exhibits. The company is incorporated in Pennsylvania and its principal executive offices are located at 77 East King Street, Shippensburg, PA.
Why It Matters
This 8-K filing indicates important corporate actions and financial reporting by Orrstown Financial Services, Inc., which could impact investors and stakeholders.
Risk Assessment
Risk Level: low — This filing is a routine corporate disclosure and does not appear to contain significant negative news or events.
Key Numbers
- 001-34292 — SEC File Number (Identifies the company's filing with the SEC.)
- 23-2530374 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- ORRSTOWN FINANCIAL SERVICES, INC. (company) — Registrant
- 77 East King Street (location) — Principal executive offices address
- Shippensburg, PA (location) — City, State of principal executive offices
- May 30, 2024 (date) — Date of report
FAQ
What specific matters were submitted to a vote of security holders?
The filing indicates a submission of matters to a vote of security holders, but the specific details of these matters are not provided in the excerpt.
What are the 'Other Events' mentioned in the filing?
The filing lists 'Other Events' as an item information, but the specific nature of these events is not detailed in the provided text.
What is the SIC code for Orrstown Financial Services, Inc.?
The Standard Industrial Classification (SIC) code for Orrstown Financial Services, Inc. is 6022, which corresponds to State Commercial Banks.
When was Orrstown Financial Services, Inc. incorporated?
Orrstown Financial Services, Inc. was incorporated in Pennsylvania.
What is the fiscal year end for Orrstown Financial Services, Inc.?
The fiscal year end for Orrstown Financial Services, Inc. is December 31.
Filing Stats: 807 words · 3 min read · ~3 pages · Grade level 11.7 · Accepted 2024-05-31 16:38:29
Filing Documents
- ef20030291_8k.htm (8-K) — 34KB
- ef20030291_ex99-1.htm (EX-99.1) — 15KB
- image00003.jpg (GRAPHIC) — 9KB
- image00004.jpg (GRAPHIC) — 4KB
- 0001140361-24-028383.txt ( ) — 206KB
- orrf-20240530.xsd (EX-101.SCH) — 4KB
- orrf-20240530_lab.xml (EX-101.LAB) — 21KB
- orrf-20240530_pre.xml (EX-101.PRE) — 16KB
- ef20030291_8k_htm.xml (XML) — 4KB
07
Item 5.07 Submission of Matters to a Vote of Security Holders On May 30, 2024, Orrstown Financial Services, Inc., a Pennsylvania corporation ("ORRF") , held a special meeting of its shareholders (the "ORRF special meeting") virtually via live webcast, to consider and vote upon (i) a proposal to approve the issuance of shares of ORRF common stock to the shareholders of Codorus Valley Bancorp, Inc. ("CVLY") in connection with the proposed merger of CVLY with and into ORRF, with ORRF as the surviving corporation (the "merger"), pursuant to that certain agreement and plan of merger, dated as of December 12, 2023 (the "merger agreement"), by and between ORRF and CVLY (the "ORRF share issuance proposal"), and (ii) a proposal to adjourn the ORRF special meeting to a later date or dates, if necessary, to permit further solicitation of proxies if there are not sufficient votes at the time of the ORRF special meeting to approve the ORRF share issuance proposal (the "ORRF adjournment proposal") . As described below, there were sufficient shares of ORRF common stock present in person or by proxy and voted at the ORRF special meeting in favor of approving the ORRF share issuance proposal, and as a result, the ORRF adjournment proposal was not considered or voted upon at the ORRF special meeting. The following are the voting results of the ORRF special meeting. On April 18, 2024, the record date for the ORRF special meeting, there were 10,704,599 shares of ORRF common stock issued, outstanding and entitled to vote. Shareholders holding 7,099,890 shares of ORRF common stock were present at the ORRF special meeting, in person or represented by proxy, constituting a quorum. 1. Approval of the ORRF Issuance Proposal * For Against Abstain Broker Non-Votes 6,968,156 113,059 18,675 - *The affirmative vote of at least a majority of votes cast at the ORRF special meeting by the holders of the outstanding shares of ORRF common stock present in person or represented by
01
Item 8.01 Other Events On May 30, 2024, ORRF and CVLY issued a joint press release announcing the results of their respective special meetings held on May 30, 2024. A copy of the joint press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Exhibit 99.1 Joint press release, dated May 30, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 31, 2024 Orrstown Financial Services, Inc. By: /s/ Neelesh Kalani Neelesh Kalani Executive Vice President, Chief Financial Officer