Penns Woods Bancorp, Inc. Announces Temporary Adjournment of Special Meeting of Shareholders
09 Noviembre 2022 - 10:19AM
Penns Woods Bancorp, Inc., (NASDAQ: PWOD) (the “Company”) announced
today that its special meeting of shareholders convened on November
8, 2022 to consider and vote on a proposed amendment to the
articles of incorporation was temporarily adjourned to provide
additional time for voting. Approval of the articles amendment
requires the affirmative vote of at least 66-2/3% of the
outstanding shares of common stock. At the time of the adjournment,
approximately 72% of the Company’s outstanding shares had been
voted and, of such voted shares, approximately 86% had voted in
favor of the proposal to amend the articles of incorporation.
The Special Meeting will be reconvened to vote on the proposed
amendment to the articles of incorporation at 9:00 a.m., Eastern
Time, on December 13, 2022. The Special Meeting will re-convene
virtually via the Internet at www.meetnow.global/MR69M5J.
Shareholders may attend the Special Meeting by logging in through
the same method described in the Company’s proxy statement dated
September 2, 2022, filed with the Securities and Exchange
Commission and previously distributed to shareholders.
The record date for the Special Meeting remains the close of
business on August 15, 2022. Proxies previously submitted for the
Special Meeting will be voted in accordance with the instructions
marked, and no further action is required by any shareholder who
has previously delivered a proxy card and who does not wish to
revoke a proxy or change their vote. Information about voting or
revoking a proxy is set forth in the Company’s proxy statement
dated September 2, 2022. During the temporary adjournment, the
Company will continue to solicit votes from shareholders on the
proposal to amend the Company’s articles of incorporation.
Shareholders who have questions about voting may contact the
Company’s proxy solicitor, Alliance Advisors LLC at the following
toll-free number: (855) 200-8321.
Additional Information
This communication may be deemed to be additional solicitation
material with respect to the Special Meeting. On September 6, 2022,
Penns Woods Bancorp, Inc. filed a definitive proxy statement with
the Securities and Exchange Commission (“Commission”) in connection
with the Special Meeting. SHAREHOLDERS ARE URGED TO READ CAREFULLY
AND IN THEIR ENTIRETY THE PROXY STATEMENT AND ANY OTHER SOLICITING
MATERIALS THAT ARE FILED WITH THE COMMISSION WHEN THEY BECOME
AVAILABLE BECAUSE THESE DOCUMENTS CONTAIN IMPORTANT INFORMATION
ABOUT THE COMPANY AND THE PROPOSAL TO BE VOTED UPON. The Company’s
proxy statement and any other solicitation materials filed by the
Company with the Commission can be obtained free of charge at the
Commission’s website at www.sec.gov and at the “Investors” section
of the Company’s website at www.pwod.com. Shareholders may also
request a copy of these materials at no cost by contacting the
Company at 110 Reynolds Street, South Williamsport, PA 17702, or
(570) 322-1111. The Company, its directors and certain of its
officers and employees will be participants in the solicitation of
proxies from shareholders in respect of the Special Meeting. The
Company has also engaged Alliance Advisors LLC to aid in the
solicitation of proxies. Detailed information regarding the
identity of participants, and their respective interests in the
Company by security holdings or otherwise, are set forth in the
definitive proxy statement for the Special Meeting.
Forward Looking Statements
This press release may contain certain “forward-looking
statements” including statements concerning plans, objectives,
future events or performance and assumptions and other statements,
which are statements other than statements of historical
fact. The Company cautions readers that the following
important factors, among others, may have affected and could in the
future affect actual results and could cause actual results for
subsequent periods to differ materially from those expressed in any
forward-looking statement made by or on behalf of the Company
herein: (i) the effect of changes in laws and regulations,
including federal and state banking laws and regulations, and the
associated costs of compliance with such laws and regulations
either currently or in the future as applicable; (ii) the
effect of changes in accounting policies and practices, as may be
adopted by the regulatory agencies as well as by the Financial
Accounting Standards Board, or of changes in the Company’s
organization, compensation and benefit plans; (iii) the effect
on the Company’s competitive position within its market area of the
increasing consolidation within the banking and financial services
industries, including the increased competition from larger
regional and out-of-state banking organizations as well as non-bank
providers of various financial services; (iv) the effect of
changes in interest rates; (v) the effects of health
emergencies, including the spread of infectious diseases or
pandemics; or (vi) the effect of changes in the business cycle
and downturns in the local, regional or national economies.
For a list of other factors which could affect the Company’s
results, see the Company’s filings with the Securities and Exchange
Commission, including “Item 1A. Risk Factors,” set forth
in the Company’s Annual Report on Form 10-K for the fiscal
year ended December 31, 2021. You should not place undue
reliance on any forward-looking statements. These statements
speak only as of the date of this press release, even if
subsequently made available by the Company on its website or
otherwise. The Company undertakes no obligation to update or
revise these statements to reflect events or circumstances
occurring after the date of this press release.
Contact: |
Richard A.
Grafmyre, Chief Executive Officer110 Reynolds StreetSouth
Williamsport, PA 17702(570) 322-1111 |
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e-mail: pwod@pwod.com |
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