STOCK TITAN

CF Bankshares (CFBK) investors back directors, pay and 2026 auditor

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

CF Bankshares Inc. reported the voting results from its Annual Meeting of Stockholders. Stockholders elected Robert E. Hoeweler and Bradley J. Ringwald to three-year board terms expiring in 2029. A non-binding advisory resolution approving executive compensation and the ratification of Plante & Moran PLCC as independent auditor for 2026 also passed.

At the meeting, 4,584,467 shares of Voting Common Stock were represented out of 6,422,917 shares outstanding and entitled to vote as of the record date.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Shares outstanding entitled to vote 6,422,917 shares Voting Common Stock as of record date for Annual Meeting
Shares represented at meeting 4,584,467 shares Voting Common Stock present in person or by proxy
Votes for Hoeweler 2,856,312 votes Election of director Robert E. Hoeweler
Votes for Ringwald 3,706,567 votes Election of director Bradley J. Ringwald
Say-on-pay votes for 3,104,012 votes Non-binding advisory resolution on executive compensation
Auditor ratification votes for 4,583,807 votes Ratification of Plante & Moran PLCC for fiscal year 2026
broker non-votes financial
"Broker Non-votes Robert E. Hoeweler | | 2,856,312 | | 887,772 | | 840,383"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
non-binding advisory resolution financial
"approval of the non-binding advisory resolution on the compensation of the Company’s named executive officers"
A non-binding advisory resolution is a shareholder vote that expresses investors’ opinion or recommendation but does not legally force the company to act. Think of it like a public survey: management can ignore it, but a strong vote for or against signals investor sentiment, can sway board behavior or policy decisions, and may influence market perception and future, potentially binding, actions.
independent registered public accounting firm financial
"ratification of the appointment of Plante & Moran PLCC as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
Annual Meeting of Stockholders financial
"held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 27, 2026"
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0001070680false00010706802026-05-272026-05-27

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 27, 2026

 

 

CF BANKSHARES INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

0-25045

34-1877137

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

C/O CFBANK

4960 EAST DUBLIN GRANVILLE RD

SUITE 400

 

COLUMBUS, Ohio

 

43081

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (614) 334-7979

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

(Voting) Common Stock, $.01 par value

 

CFBK

 

The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


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

(a)
CF Bankshares Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 27, 2026. At the close of business on April 2, 2026 (the record date for the Annual Meeting), a total of 6,422,917 shares of Voting Common Stock of the Company were outstanding and entitled to vote. At the Annual Meeting, 4,584,467 of the outstanding shares of Voting Common Stock entitled to vote were represented in person or by proxy.

(b)
The purpose of the Annual Meeting was to consider and vote upon the individual matters as described below. As a result of the votes cast, each of Robert E. Hoeweler and Bradley J. Ringwald were elected as directors of the Company for three-year terms expiring in 2029 and each of Proposals 2 and 3 were approved by the requisite votes of the stockholders of the Company.

The results of the voting at the Annual Meeting were as follows:

1.
Results of the voting on the election of directors of the Company were as follows:

Nominee

For

 Votes Withheld

Broker Non-votes

Robert E. Hoeweler

2,856,312

887,772

840,383

Bradley J. Ringwald

3,706,567

 37,517

840,383

 

2.
Results of the voting with respect to the approval of the non-binding advisory resolution on the compensation of the Company’s named executive officers (Proposal 2) were as follows:

For

Against

Abstain

Broker Non-votes

3,104,012

592,780

47,292

840,383

 

3.
Results of the voting with respect to the ratification of the appointment of Plante & Moran PLCC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 (Proposal 3) were as follows:

For

Against

Abstain

Broker Non-votes

4,583,807

658

2

N/A

 

(c)
Not applicable.

(d)
Not applicable.

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

CF Bankshares, Inc.

 

 

 

 

Date:

May 28, 2026

By:

/s/ Kevin J. Beerman

 

 

 

Executive Vice President and Chief Financial Officer

 


FAQ

What did CF Bankshares Inc. (CFBK) disclose in this 8-K filing?

CF Bankshares Inc. disclosed final voting results from its Annual Meeting of Stockholders. Shareholders elected two directors, approved a non-binding advisory vote on executive compensation, and ratified Plante & Moran PLCC as the independent registered public accounting firm for the 2026 fiscal year.

How many CF Bankshares (CFBK) shares were eligible and voted at the meeting?

A total of 6,422,917 shares of Voting Common Stock were outstanding and entitled to vote as of the record date. At the Annual Meeting, 4,584,467 of those shares were represented in person or by proxy, providing the quorum needed to conduct business.

Were CF Bankshares (CFBK) director nominees elected at the Annual Meeting?

Yes. Robert E. Hoeweler received 2,856,312 votes for and 887,772 withheld, while Bradley J. Ringwald received 3,706,567 votes for and 37,517 withheld. Both were elected to three-year board terms expiring in 2029, with additional broker non-votes reported.

How did CF Bankshares (CFBK) shareholders vote on executive compensation?

Shareholders approved the non-binding advisory resolution on named executive officer compensation. The vote totals were 3,104,012 shares for, 592,780 against, and 47,292 abstaining, with 840,383 broker non-votes reported, indicating support for the company’s compensation practices in this advisory vote.

Which auditor did CF Bankshares (CFBK) shareholders ratify for 2026?

Shareholders ratified Plante & Moran PLCC as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote was 4,583,807 shares for, 658 against, and 2 abstaining, with no broker non-votes reported for this proposal.

Filing Exhibits & Attachments

1 document