PEOPLES FINANCIAL SERVICES CORP. (NASDAQ:PFIS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02 Departure of Directors or Certain Officers;
Election of Directors, Appointment of Certain Officers;
Compensatory Arrangement of Certain Officers.

On May20, 2017, the shareholders of Peoples Financial Services
Corp. (the Company) approved the Peoples Financial Services Corp.
2017 Equity Incentive Plan (the Plan), which was submitted to the
shareholders for approval at the 2017 annual meeting of
shareholders of the Company.

The Plan authorizes the issuance of up to 100,000 shares of the
Companys common stock, subject to adjustment in certain
circumstances described in the Plan, to the grant of the
following equity-based and cash-based incentive awards to
participants: stock options, stock appreciation rights,
restricted stock, restricted stock units, cash awards and
performance awards. Each award is subject to the terms and
conditions set forth in the Plan and to any other terms and
conditions specified and memorialized in a written award
agreement. Any of the Companys employees, directors, consultants,
and other service providers, or those of its affiliates, are
eligible to participate in the Plan and may be selected to
receive an award, provided, that only employees are eligible to
receive incentive stock options.

The Plan vests broad powers in a committee to administer and
interpret the Plan. The Companys board of directors has
designated the compensation committee to administer the Plan.
Except when limited by the terms of the Plan, the compensation
committee has the authority to, among other things: select the
persons to be granted awards; determine the type, size and term
of awards; establish performance objectives and conditions for
earning awards; determine whether such performance objectives and
conditions have been met; and accelerate the vesting or
exercisability of an award. In its discretion, the compensation
committee may delegate all or part of its authority and duties
with respect to granting awards to one or more of the Companys
officers, subject to certain limitations and provided applicable
law so permits.

The board of directors may amend, alter or discontinue the Plan
and the compensation committee may amend any outstanding award at
any time; provided, however, that no such amendment or
termination may adversely affect awards then outstanding without
the holders permission. In addition, any amendments seeking to
increase the total number of shares reserved for issuance under
the Plan or modifying the classes of participants eligible to
receive awards under the Plan will require ratification by the
Companys shareholders in accordance with applicable law.

The Companys definitive proxy statement dated April4, 2017
contains additional information about the Plan. A copy of the
Plan is attached hereto as Exhibit10.1 and is incorporated herein
by reference. The foregoing description of the Plan is qualified
in its entirety by reference to the full text of the Plan.

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

The 2017 annual meeting of shareholders of the Company was held
on May20, 2017. At the annual meeting, the shareholders of the
Company voted to elect four directors to the Companys board of
directors, each to serve until the 2020 annual meeting of
shareholders and until his successor has been selected and
qualified; to approve, on an advisory basis, the compensation of
the Companys named executive officers; and to approve the Peoples
Financial Services Corp. 2017 Equity Incentive Plan.

The names of each director elected at the annual meeting, as well
as the number of votes cast for or withheld and the number of
broker non-votes as to each director nominee, are as follows:

About PEOPLES FINANCIAL SERVICES CORP. (NASDAQ:PFIS)

Peoples Financial Services Corp. (Peoples) is a bank holding company. The Company provides a range of financial services through its subsidiary, Peoples Security Bank and Trust Company (Peoples Bank), including its subsidiary, Peoples Advisors. Peoples Bank is a state-chartered bank and trust company. Peoples Advisors, LLC, provides investment advisory services through a third party to individuals and small businesses. It provides an array of wealth management products and services, which include investment portfolio management, estate planning, annuities, business succession planning, insurances, education funding strategies and tax planning through Peoples Advisors, LLC. Its trust and investment services include investment management, individual retirement account (IRA) trustee services, estate administration, living trusts, trustee under will, guardianships, life insurance trusts, custodial services/IRA custodial services, corporate trusts, and pension and profit sharing plans.

PEOPLES FINANCIAL SERVICES CORP. (NASDAQ:PFIS) Recent Trading Information

PEOPLES FINANCIAL SERVICES CORP. (NASDAQ:PFIS) closed its last trading session up +0.47 at 40.93 with 5,309 shares trading hands.