Current Report Filing (8-k)
March 25 2022 - 3:09PM
Edgar (US Regulatory)
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false
0000803164
2022-01-26
2022-01-26
iso4217:USD
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):
January 26, 2022
ChoiceOne Financial Services Inc.
(Exact Name of Registrant as
Specified in its Charter)
| |
Michigan
(State or Other Jurisdiction
of Incorporation) |
000-19202
(Commission
File Number) |
38-2659066
(IRS Employer
Identification No.) |
|
109 East Division
Sparta, Michigan
(Address of Principal Executive Offices) |
|
49345
(Zip Code) |
|
| |
|
|
|
|
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Registrant's telephone number, including area code:
(616) 887-7366
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):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 |
COFS |
NASDAQ Capital Market |
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 o
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. o
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers. |
The Board of Directors of ChoiceOne
Financial Services, Inc. ("ChoiceOne") has approved ChoiceOne's 2022 Incentive Plan, in which named executive officers participate.
The 2022 Incentive Plan provides for the grant of short-term annual cash awards and the grant of long-term equity awards in the form of
restricted stock units, in each case in amounts based on achievement of certain historical ChoiceOne performance metrics such as asset
growth, return on assets and asset quality. Time-based restricted stock units granted under the 2022 Incentive Plan vest in full upon
completion of a three-year service period. Performance-based restricted stock units granted under the 2022 Incentive Plan vest in full
upon satisfaction of the relevant performance metric (three-year cumulative earnings per share) at maximum (125%), target (100%) and threshold
(75%) levels and completion of a three-year service period. No performance-based restricted stock units will vest below the threshold
level.
Incentive targets for 2022
were established to deliver competitive pay relative to market and peer group data. The incentive targets as a percentage of salary for
each of ChoiceOne's named executive officers are as follows:
| |
Cash |
Restricted Stock
Units |
| Kelly J. Potes |
40% |
30% |
| Michael J. Burke Jr. |
35% |
20% |
| Adom J. Greenland |
30% |
15% |
***
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: |
March 25, 2022 |
CHOICEONE FINANCIAL SERVICES, INC.
(Registrant) |
| |
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By: |
/s/ Adom J. Greenland |
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|
|
Adom J. Greenland
Its Secretary, Chief Financial Officer and Treasurer |
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