8-K 1 fraf-20200430x8k.htm 8-K

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United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

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Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

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Date of Report: April 28, 20 20

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FRANKLIN FINANCIAL SERVICES CORPORATION

(Exact name of registrant as specified in its new charter)

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Pennsylvania 0 01-38884 25-1440803

(State or other jurisdiction (Commission (IRS Employer

of incorporation) File Number) Indent. No.)

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20 South Main Street, Chambersburg, PA 17201

(Address of principal executive office) (Zip Code)

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Registrant's telephone number, including area code (717) 264-6116

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N/A

(Former name or former address, if changes since last report)

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

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

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

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

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| o |  | Pre-commencement communications pursuant to Rule 13e – 4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

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Title of class | Symbol | Name of exchange on which registered
Common stock | FRAF | Nasdaq Capital Market

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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).

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Emerging growth company ☐

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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. ☐

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Item 7.01 Regulation FD Disclosure.

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Franklin Financial Services Corporation (the “Co rporation”) h eld its annual meeting of shareholders on April 28, 20 20. The text of the remarks of Timothy G. Henry, President and Chief Executive Officer of the Corporation and G. Warren Elliott, Chairman of the Board of the Corporation, delivered at the meeting, as well as the shareholder presentation, are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.

The information in this Form 8-K provided under Item 7.01, including all exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Corporation under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Shareholder Presentation

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99.2 Remarks of G. Warren Elliott, Chairman of the Board of the Corporation and Timothy G. Henry, President and Chief Executive Officer of the Corporation

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SIGNATURES

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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.

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FRANKLIN FINANCIAL SERVICES CORPORATION

By: /s/ Timothy G. Henry

Timothy G. Henry,

President and Chief Executive Officer

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Dated: April 28, 20 20

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EXHIBIT INDEX

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Exhibit Number Description

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99.1 Shareholder Presentation, dated April 30, 20 20 of Franklin Financial Services Corporation

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99.2 Chairman of the Board and CEO remarks, dated April 30, 2020 of Franklin Financial Services Corporation