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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 24, 2025
 
Eagle Bancorp Montana, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction
of incorporation)
1-34682
(Commission
File Number)
27-1449820
(IRS Employer
Identification No.)
1400 Prospect Ave.
Helena, MT 59601
(Address of principal executive offices)(Zip Code)
 
Registrant’s telephone number, including area code: (406) 442-3080
 
 
______________________________________________
 
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting 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:
 
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, par value $0.01 per share EBMT Nasdaq Global 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 ☐
 
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 Security Holders
 
At the 2025 Annual Meeting of Shareholders of Eagle Bancorp Montana, Inc. held on April 24, 2025, five proposals were submitted to the shareholders. Of 7,977,177 shares outstanding and entitled to vote at our Annual Meeting, 5,885,336 were present in person or by proxy. The proposals are described in detail in the Company’s Proxy Statement. The following is a summary of the voting results for each matter presented to the shareholders.
 
Proposal 1
Election of three directors, each to serve for a three-year term until the 2028 Annual Meeting: Maureen J. Rude, Rick F. Hays and Peter J. Johnson. Each nominee for director was elected by a vote of the shareholders as follows:
 
    Votes For
Votes Withheld
Broker Non-vote
Maureen J. Rude
  
3,900,794
524,646
1,459,896
Rick F. Hays
  
3,825,483
599,957
1,459,896
Peter J. Johnson 
  
3,724,648
700,792
1,459,896
 
Proposal 2
Ratification of the appointment of Moss Adams LLP as independent registered public accounting firm for fiscal year 2025. The proposal was approved by a vote of shareholders as follows:
 
   
Votes For
Votes Against
Abstentions
Ratification of Moss Adams LLP as independent registered public accountants
   5,361,325 517,159 6,852
 
Proposal 3
The advisory vote on named executive officer compensation, as disclosed in our Proxy Statement, was approved by the following vote:
 
   
Votes For
Votes Against
Abstentions
Advisory vote on named executive officer compensation as disclosed in the Proxy Statement
  
3,616,505
740,623
68,312
   
Broker Non-vote
    
   
1,459,896
    
 
Proposal 4
The new Stock Incentive Plan for Directors, Officers and Employees (the “2025 Plan”), as disclosed in our Proxy Statement, was approved by the following vote:
 
   
Votes For
Votes Against
Abstentions
Approval of the 2025 Plan as disclosed in the Proxy Statement   3,645,428 752,863 27,149
   
Broker Non-vote
    
    1,459,896    
 
Proposal 5
The advisory vote on the frequency of the advisory vote on executive compensation, as disclosed in our Proxy Statement, was approved at one year by the following vote:
 
   
Votes For 
One Year
Votes For
Two Years
Votes For
Three Years
Advisory vote on frequency of advisory vote on named executive officer compensation as disclosed in the Proxy Statement   3,849,118 90,790 432,618
    Abstentions Broker Non-vote  
    52,914 1,459,896  
         
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Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits. The following exhibit is filed as part of this Form 8-K:
 
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
                  
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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.
 
EAGLE BANCORP MONTANA, INC.
Date: April 29, 2025
By:
/s/ Miranda J. Spaulding
Miranda J. Spaulding
Senior Vice President & CFO
 
 
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