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): January 27, 2006
(January 24, 2006)
OHIO VALLEY BANC CORP.
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(Exact name of registrant as specified in its charter)
Ohio
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(State or other jurisdiction of incorporation)
0-20914 31-1359191
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(Commission File Number) (IRS Employer Identification No.)
420 Third Avenue, Gallipolis, Ohio 45631
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (740) 446-2631
Not Applicable
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(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))
Item 5.02 - Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
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On January 24, 2006, the Board of Directors (the "Board") of Ohio Valley Banc
Corp. (the "Company") voted, pursuant to Section 2.02(C) of the Company's Code
of Regulations, to increase the number of directors of the Company from nine to
eleven, and elected Robert E. Daniel and Roger D. Williams to the Board. Mr.
Williams was added to the class of directors of the Company whose term of office
will expire at the Company's annual meeting of shareholders in 2006 and Mr.
Daniel has been added to the class of directors of the Company whose term of
office will expire at the Company's annual meeting of shareholders in 2007. The
Board did not appoint Mr. Daniel or Mr. Williams to any committees of the Board.
Mr. Daniel has been employed as the Clinic Administrator of the Holzer Clinic,
Holzer Medical Center since 1971. He is also Vice President of the Gallia County
Community Improvement Corporation. Mr. Daniel has served as a director of the
Company's subsidiary bank, The Ohio Valley Bank (the "Bank") since April 2005.
Mr. Williams has been employed as the Executive Vice President the Food Products
Division of Bob Evans Farms, Inc. since 1997 and has been an officer of Bob
Evans Farms, Inc. for approximately 25 years. Mr. Williams has served as a
director of the Bank since April 2005.
During the Company's fiscal year ended December 31, 2005, each of Messrs. Daniel
and Williams, members of their immediate families, and corporations with which
they are associated, were involved in banking transactions with the Bank in the
ordinary course of business and in compliance with applicable federal and state
laws and regulations. It is expected that similar banking transactions will be
entered into in the future. Loans to these persons have been made on
substantially the same terms, including the interest rate charged and collateral
required, as those prevailing at the time for comparable transactions with
persons not affiliated with the Company or its subsidiaries. These loans have
been subject to and are presently subject to no more than a normal risk of
uncollectibility and present no other unfavorable features.
On January 25, 2006, the Company issued a press release announcing the election
of Messrs. Daniel and Williams to the Board. A copy of the press release is
included with this Form 8-K as Exhibit 99.1 and is incorporated herein by
reference.
Item 9.01 - Financial Statements and Exhibits
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(a) Not applicable
(b) Not applicable
(c) Exhibits - The following exhibit is being filed with this Current Report on
Form 8-K:
Exhibit No. Description
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99.1 Press release issued by Ohio Valley Banc Corp. on January 25,
2006.
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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 thereunto duly authorized.
OHIO VALLEY BANC CORP.
Date: January 27, 2006 By: /s/ Jeffrey E. Smith
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Jeffrey E. Smith, President and
Chief Executive Officer
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Press release issued by Ohio Valley Banc
Corp. on January 25, 2006.
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