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~~July 2111, 2025

Landmark Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-33203

Delaware

43-1930755

(State or other jurisdiction

of incorporation)

(I.R.S. Employer

Identification Number)

701 Poyntz

Manhattan, Kansas 66502

(Address of principal executive offices, including zip code)

(785) 565-2000

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2 below):

☐	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

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, $0.01 Par Value		LARK		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). ~~Emerging growth company ☐~~

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 7.0701. ~~Submission~~Regulation ofFD ~~Matters to a Vote of Security Holders~~Disclosure.

On ~~May~~July 2111, 2025, Landmark Bancorp, Inc. (the “Company”) ~~held~~issued ~~its~~a ~~Annual~~press ~~Meeting~~release ofannouncing ~~Stockholders~~that init ~~Manhattan,~~will ~~Kansas.~~release Ofearnings ~~the~~for ~~5,778,610~~the ~~shares~~second quarter of ~~common~~2025 ~~stock~~after ~~eligible~~the tomarket ~~vote~~closes aton ~~the~~July ~~Annual Meeting~~24, ~~4,667,988~~2025 ~~shares~~and ~~were~~that ~~represented~~it inhas ~~person~~scheduled ora byconference ~~proxy,~~call ~~representing approximately~~on ~~80.8%~~July of25, ~~the~~2025 ~~outstanding~~at ~~shares~~10:00 a.m. ~~The~~(CT) ~~final~~to ~~results~~discuss ofthese ~~voting~~results. onThe ~~each~~details ofregarding the ~~proposals~~conference ~~submitted~~call toare ~~stockholders~~included atin the ~~Annual~~ ~~Meeting~~press ~~are~~release which is attached hereto as ~~follows:~~Exhibit 99.1.

1)Item ~~Election~~9.01. ofFinancial ~~four~~Statements ~~Class III members of the board of directors to serve a three-year term expiring at the 2028 annual meeting of stockholders or until their successors are elected~~ and ~~qualified:~~Exhibits.

Name	Votes For	Votes Against	Abstentions	Broker Non-Votes
Abigail M. Wendel	2,741,283	120,341	68,310	1,738,054
Patrick L. Alexander	1,598,232	1,310,174	21,528	1,738,054
Jim W. Lewis	2,879,909	34,702	15,323	1,738,054
Tom A. Page	2,722,110	91,507	116,317	1,738,054

(d)

Exhibits.

2) For the approval, on a non-binding, advisory basis, the compensation of our named executive officers (“say-on-pay”) as described in the Company’s definitive proxy statement, which was filed on April 17, 2025:

	99.1	Press release of Landmark Bancorp, Inc., dated July 11, 2025.

	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Votes For		Votes Against		Abstentions		Broker Non-Votes
2,607,709		278,333		43,892		1,738,054

3) For the approval, on a non-binding, advisory basis, of the frequency with which we will conduct future say-on-pay proposals:

Every 1 Year		Every 2 Years		Every 3 Years		Abstentions		Broker Non-Votes
1,558,234		42,823		1,288,774		40,103		1,738,054

Based upon these results, the Company expects that it will hold a non-binding, advisory stockholder vote on executive compensation every year until the Company’s 2031 annual meeting of stockholders, when the next stockholder vote on the frequency of future advisory votes on executive compensation is required under the Securities Exchange Act of 1934, as amended.

3) Ratification of the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:

Votes For		Votes Against		Abstentions		Broker Non-Votes
4,582,868		76,357		8,763		-

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.

	LANDMARK BANCORP, INC
Dated: May 22, 2025	By:	/s/ Mark A. Herpich
Dated: July 11, 2025	By:	/s/ Mark A. Herpich
		Mark A. Herpich
		Mark A. Herpich Chief Financial Officer
		Chief Financial Officer

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