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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 13, 2022, Village Bank and Trust Financial Corp. (the “Company”) announced that Raymond T. Avery III and George R. Whittemore will retire from the Boards of Directors of the “Company and its wholly-owned subsidiary, Village Bank (the “Bank”). Mr. Avery will retire effective December 31, 2022, and Mr. Whittemore will retire effective as of May 23, 2023, the date of the Company’s 2022 Annual Meeting of Shareholders. Mr. Avery and Mr. Whittemore have been directors since 1998. Mr. Avery’s and Mr. Whittemore’s retirements are not the result of any disagreement on matters relating to the Company’s operations, policies or practices.
Also on December 13, 2022, Roy Carey and Selena Sanderson were appointed to the Boards of Directors of the Company and the Bank, effective as of January 1, 2023. Mr. Carey is expected to serve on the Board Risk, Audit, and Compensation Committees of the Board of Directors of the Company. Mrs. Sanderson is expected to serve on the Board Risk, Audit, and Nominating and Governance Committees of the Board of Directors of the Company. Mr. Carey and Mrs. Sanderson will be compensated in the same manner as other non-employee directors of the Company and Bank.
A copy of the press release relating to the director retirements and appointments is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description |
99.1 | |
104 | Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
VILLAGE BANK AND TRUST FINANCIAL CORP. | ||
(Registrant) | ||
Date: December 13, 2022 | By: | /s/ Donald M. Kaloski, Jr. |
Donald M. Kaloski, Jr. | ||
Executive Vice President and CFO/CRO | ||
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