ChoiceOne Financial (NASDAQ: COFS) shareholders approve directors, say-on-pay and 2026 auditor

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What did ChoiceOne Financial Services (COFS) update in this 8-K/A filing?

Which directors were elected at ChoiceOne Financial Services’ 2026 annual meeting?

How did ChoiceOne Financial Services (COFS) shareholders vote on executive compensation?

Was the auditor for ChoiceOne Financial Services ratified for 2026?

When will ChoiceOne Financial Services next hold a say-on-pay vote?

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

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8-K/A

ChoiceOne Financial Services, Inc. filed an amended report to update the voting results from its May 20, 2026 annual shareholder meeting. Shareholders elected five directors, approved executive compensation on an advisory basis, and ratified the company’s independent auditor for the 2026 fiscal year.

Each director nominee received over 8.5 million votes in favor, with several above 9 million. The advisory vote on executive pay passed with about 8.8 million votes for, and the auditor ratification received over 11.6 million votes in favor, reflecting strong overall support for the proposals.

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

1 item

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.

Votes for Michael J. Burke, Jr.: 8,963,649 votes Votes for Steven T. Krause: 9,022,202 votes Say-on-pay votes for: 8,775,108 votes +5 more

8 metrics

Votes for Michael J. Burke, Jr. 8,963,649 votes Director election at May 20, 2026 annual meeting

Votes for Steven T. Krause 9,022,202 votes Director election at May 20, 2026 annual meeting

Say-on-pay votes for 8,775,108 votes Advisory approval of executive compensation

Say-on-pay votes against 404,767 votes Advisory approval of executive compensation

Say-on-pay abstentions 179,865 votes Advisory approval of executive compensation

Auditor ratification votes for 11,625,581 votes Ratification of Plante & Moran PLLC for 2026

Auditor ratification votes against 171,744 votes Ratification of Plante & Moran PLLC for 2026

Auditor ratification abstentions 11,093 votes Ratification of Plante & Moran PLLC for 2026

advisory basis, named executive officers, independent registered public accounting firm, broker non-votes, +1 more

5 terms

advisory basis financial

"approval on an advisory basis of the compensation of the Company’s named executive officers"

named executive officers financial

"approval on an advisory basis of the compensation of the Company’s named executive officers"

Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.

independent registered public accounting firm financial

"ratification of the selection of Plante & Moran PLLC 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.

broker non-votes financial

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.

submission of matters to a vote of security holders regulatory

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

Understanding 8-K Material Events →

05/27/2026 - 04:44 PM

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

FORM 8-K/A

(Amendment No. 1)

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 20, 2026

ChoiceOne Financial Services, Inc.
(Exact Name of Registrant as
Specified in its Charter)

Michigan
(State or Other Jurisdiction
of Incorporation)

000-19202
(Commission
File Number)

38-2659066
(IRS Employer
Identification No.)

109 E. Division Street
Sparta, Michigan
(Address of Principal Executive Offices)

49345
(Zip Code)

Registrant's telephone number, including area code: (616) 887-7366

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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
Common stock	COFS	NASDAQ Capital 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 o

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. o

EXPLANATORY NOTE

On May 22, 2026, ChoiceOne Financial Services, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Report”) with the Securities and Exchange Commission to report the voting results from the annual meeting of the Company’s shareholders held on May 20, 2026. This Amendment No. 1 to Current Report on Form 8-K/A amends and restates Item 5.07 of the Original Report in its entirety.

Item 5.07

Submission of Matters to a Vote of Security Holders.

At the annual meeting of the Company's shareholders held on Wednesday, May 20, 2026, the Company's shareholders voted on three matters: (1) the election of five directors; (2) approval on an advisory basis of the compensation of the Company’s named executive officers as disclosed in the proxy statement; and (3) ratification of the selection of Plante & Moran PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

All of the nominees for director were elected by the following votes:

	Votes Cast
			Broker
	For	Withheld	Non-Votes
Keith D. Brophy	8,634,679	725,070	2,457,466
Michael J. Burke, Jr.	8,963,649	396,100	2,457,466
Bruce John Essex, Jr.	9,016,520	343,229	2,457,466
Steven T. Krause	9,022,202	337,547	2,457,466
Michelle M. Wendling	8,591,355	768,394	2,457,466

The shareholders approved the compensation of the Company’s named executive officers by the following votes:

Votes Cast

For	Against	Abstain	Broker Non-Votes
8,775,108	404,767	179,865	2,457,466

An advisory proposal to approve the Company’s executive compensation will next occur in connection with the Company’s 2027 Annual Meeting of Shareholders.

The shareholders ratified the appointment of Plante & Moran PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2026 by the following votes:

***

-2-

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.

Dated:	May 27, 2026	CHOICEONE FINANCIAL SERVICES, INC. (Registrant)

		By:	/s/ Adom J. Greenland
			Adom J. Greenland Its Chief Financial Officer, Secretary and Treasurer

-3-

Source: View Original Filing on SEC EDGAR

ChoiceOne Financial Services updated the reported results of shareholder votes from its May 20, 2026 annual meeting. The amendment restates the section covering director elections, the advisory executive compensation vote, and the ratification of the independent public accounting firm.

Shareholders elected five directors: Keith D. Brophy, Michael J. Burke, Jr., Bruce John Essex, Jr., Steven T. Krause, and Michelle M. Wendling. Each nominee received more votes cast “For” than “Withheld,” confirming their election to the company’s board of directors.

Shareholders approved the advisory vote on executive compensation, with 8,775,108 votes for, 404,767 against, and 179,865 abstentions. There were 2,457,466 broker non-votes. The next advisory vote on executive pay is expected at the company’s 2027 annual meeting of shareholders.

Yes. Shareholders ratified Plante & Moran PLLC as the independent registered public accounting firm for the year ending December 31, 2026. The vote totaled 11,625,581 in favor, 171,744 against, and 11,093 abstentions, with no broker non-votes recorded on this item.

The next advisory proposal to approve executive compensation is expected in connection with ChoiceOne Financial Services’ 2027 Annual Meeting of Shareholders. The 2026 meeting’s say-on-pay vote passed, and the company anticipates continuing this advisory vote on the disclosed schedule.

Votes Cast

Broker Non-Votes

3 documents