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 22, 2025

Commission file number 001-31220

Community Trust Bancorp, Inc.
(Exact name of registrant as specified in its charter)

Kentucky
61-0979818
(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
   
P.O. Box 2947
346 North Mayo Trail
Pikeville, Kentucky
41502
(Address of principal executive offices)
(Zip code)
   
(606) 432-1414
(Registrant’s telephone number)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Common Stock
(Title of class)
 
CTBI
The NASDAQ Global Select Market
(Trading symbol)
(Name of exchange on which registered)

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 Securities 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 Security Holders

Community Trust Bancorp, Inc.’s Annual Meeting of Shareholders was held on April 22, 2025.  The following items were approved:

1) Election of the following members to CTBI’s Board of Directors for the ensuing year:

Nominee
For
Withheld
Franklin H. Farris, Jr.
11,782,669
246,670
Mark A. Gooch
11,847,299
182,040
Eugenia Crittenden “Crit” Luallen
11,916,097
113,242
Ina Michelle Matthews
11,952,997
76,342
James McGhee II
11,510,394
518,945
Franky Minnifield
11,892,455
136,884
Jefferson F. Sandlin
11,969,524
59,815
Anthony W. St. Charles
11,865,339
164,000
Chad C. Street
11,818,911
210,428
Lillian (Kay) Webb
11,963,790
65,549

2) The Amended and Restated 2025 Stock Ownership Incentive Plan:

For
Against
Abstained
11,424,320
532,442
72,577

3)
Ratification of CTBI’s independent registered public accounting firm, BDO USA, P.C., for 2025:

For
Against
Abstained
14,207,429
122,897
43,320

4) The advisory (nonbinding) resolution relating to executive compensation:

For
Against
Abstained
11,538,978
402,470
87,891





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.


     
COMMUNITY TRUST BANCORP, INC.
       
     
By:
       
Date:
April 23, 2025
  
/s/ Mark A. Gooch
     
Mark A. Gooch
     
Chairman, President, and Chief Executive Officer