PENNS WOODS BANCORP, INC. (NASDAQ:PWOD) Files An 8-K Submission of Matters to a Vote of Security Holders

PENNS WOODS BANCORP, INC. (NASDAQ:PWOD) Files An 8-K Submission of Matters to a Vote of Security Holders

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Item 5.07 Submission of Matters to a Vote of Security Holders.

On April 25, 2017, Penns Woods Bancorp, Inc. (the Company) held
its 2017 Annual Meeting of Shareholders for which the Board of
Directors solicited proxies to consider and vote upon the
proposals described in the Companys definitive proxy statement
filed with the Securities and Exchange Commission on March 24,
2017. As of the record date for the Annual Meeting, holders of a
total of 4,734,952 shares of the Companys common stock were
entitled to vote on the matters considered at the Annual Meeting.
The proposals voted on at the Annual Meeting by shareholders of
the Company and the voting results were as follows:
Proposal No. 1. Election of Class I directors.
Nominees
For
Withheld
Broker Nonvotes
(01) James M. Furey, II
2,450,618
265,254
983,990
(02) Richard A. Grafmyre
2,445,513
270,359
983,990
(03) D. Michael Hawbaker
2,439,052
276,820
983,990
(04) Brian L. Knepp
2,442,032
273,840
983,990
(05) John G. Nackley
2,380,011
335,861
983,990
Proposal No. 2.>>Advisory vote on the approval of executive
compensation.
Votes For
Votes Against
Abstentions
Broker Nonvotes
2,068,925
386,791
116,508
979,740
Proposal No. 3. Ratification of the appointment of S.R.
Snodgrass, P.C. as the Companys independent registered public
accounting firm for the year ending December 31, 2017.
Votes For
Votes Against
Abstentions
Broker Nonvotes
3,510,180
15,127
26,657
-0-
Proposal No. 4.>>Advisory vote on the frequency of
shareholder votes on executive compensation.
1 Year
2 Years
3 Years
Abstentions
Broker Nonvotes
2,084,769
113,768
308,151
65,536
979,740
>SL1 1365544v1 006010.00011


About PENNS WOODS BANCORP, INC. (NASDAQ:PWOD)

Penns Woods Bancorp, Inc. is a bank holding company. The Company operates through its subsidiaries: Jersey Shore State Bank (JSSB) and Luzerne Bank (Luzerne) (collectively known as the Banks); Woods Real Estate Development Company, Inc.; Woods Investment Company, Inc., and The M Group, a subsidiary of JSSB. The Company is engaged in managing and supervising the Banks. The Company operates in Community Banking segment. The Banks are engaged in a full-service commercial banking business, making available to the community a range of financial services, including installment loans, credit cards, mortgage and home equity loans, lines of credit, construction financing, farm loans, community development loans, loans to non-profit entities and local government, and various demand and time deposits, including checking accounts, savings accounts, money market deposit accounts, certificates of deposit and individual retirement arrangements (IRAs).

PENNS WOODS BANCORP, INC. (NASDAQ:PWOD) Recent Trading Information

PENNS WOODS BANCORP, INC. (NASDAQ:PWOD) closed its last trading session up +0.26 at 41.96 with 10,638 shares trading hands.

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