Pinnacle Bankshares Corporation (OTCMKTS:PPBN) Files An 8-K Submission of Matters to a Vote of Security Holders

Pinnacle Bankshares Corporation (OTCMKTS:PPBN) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.

On October 20, 2020, Pinnacle Bankshares Corporation (the “Company”) held its annual meeting of the Company’s shareholders (the “Annual Meeting”). There were 1,563,922 shares of the Company’s common stock outstanding on the record date and entitled to vote at Annual Meeting, and 1,002,838 shares were represented in person or by proxy, which constituted a quorum to conduct business at the Annual Meeting. The Company’s shareholders voted on the following: (i) a proposal to approve the Agreement and Plan of Reorganization, dated as of January 21, 2020, as amended on June 9, 2020, between the Company and Virginia Bank Bankshares, Inc. (“Virginia Bank”), including the related Plan of Merger, to which Virginia Bank will merge with and into the Company (the “Merger Proposal”); (ii) a proposal to amend the Company’s articles of incorporation to increase the maximum size of the Company’s board of directors to 18 directors (the “Articles Amendment Proposal”); (iii) a proposal to elect four Class II directors to serve until the 2023 annual meeting of shareholders; and (iv) a proposal to approve the adjournment of the Annual Meeting, if necessary or appropriate, to permit further solicitation of proxies in the event there are not sufficient votes at the time of the meeting to approve the Merger Proposal or Articles Amendment Proposal (the “Adjournment Proposal”). The Company’s shareholders approved the Merger Proposal and the Articles Amendment Proposal and elected all four Class II directors. The Adjournment Proposal was deemed to not be necessary because the Company’s shareholders approved the Merger Proposal and the Articles Amendment Proposal.

The final voting results for each proposal were as follows:

Proposal No. 1 – the Merger Proposal

99.1    Joint Press Release, dated October 20, 2020

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PINNACLE BANKSHARES CORP Exhibit
EX-99.1 2 d29265dex991.htm EX-99.1 EX-99.1 Exhibit 99.1      Shareholders Approve Pinnacle Bankshares Corporation Merger with Virginia Bank Bankshares,…
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About Pinnacle Bankshares Corporation (OTCMKTS:PPBN)

Pinnacle Bankshares Corporation is a bank holding company. The Company conducts its business activities through its subsidiary, First National Bank (the Bank). The Bank offers a range of commercial and retail banking products and services, including checking, savings and time deposits, individual retirement accounts, merchant bankcard processing, residential and commercial mortgages, home equity loans, consumer installment loans, agricultural loans, investment loans, small business loans, commercial lines of credit and letters of credit. The Bank also offers a range of investment, insurance and annuity products. The Bank offers various types of deposits, including noninterest-bearing demand deposits and interest-bearing deposits. Its interest-bearing deposits include savings and money market accounts, negotiable order of withdrawal (NOW) accounts and time deposits.

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