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

May 22, 2025

Date of Report (Date of earliest event reported)

(Exact name of registrant as specified in its charter)

Pennsylvania

000-55983

83-1561918

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Ident. No.)

9 Old Lincoln Highway, Malvern, Pennsylvania

19355

(Address of principal executive offices)

(Zip Code)

(484) 568-5000

Registrant’s telephone number, including area code

Not Applicable

(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))

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 ☐

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. ☐

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, $1 par value

MRBK

The NASDAQ Stock Market

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

The Corporation held its Annual Meeting of Shareholders on May 22, 2025 for the purpose of considering and acting upon the below proposals.

1.A proposal to elect three (3) directors as “Class B” directors of the Board, to serve a three-year term expiring in 2028.

The shareholders of the Corporation elected the following Class B directors to each serve a three-year term expiring in 2028 by the following vote:


Director Name	Votes For	Votes Withheld
George C. Collier	6,563,955	1,598,407
Robert T. Holland	6,543,611	1,618,751
Denise Lindsay	7,094,415	1,067,947

The following additional directors continued in office after the Annual Meeting: Christopher J. Annas, Robert M. Casciato, Christine M. Helmig, Edward J. Hollin, and Anthony M. Imbesi.

2. A non-binding say-on-pay proposal to approve the compensation of the named executive officers.


Votes For	Votes Against	Votes Abstained
7,170,396	967,760	24,206

3. A proposal to ratify the appointment of Crowe LLP as the Corporation’s independent registered public accounting firm for the year ending December 31, 2025.

The shareholders of the Corporation ratified the appointment of Crowe LLP as the independent registered public accounting firm for the year ending December 31, 2024 by the following vote:


Votes For	Votes Against	Votes Abstained
9,412,384	60	—

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is furnished herewith:

EXHIBIT INDEX



Exhibit No.						Description of Exhibit
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

MERIDIAN CORPORATION
(Registrant)

Dated: May 22, 2025

By:

/s/ Denise Lindsay

Denise Lindsay

Executive Vice President and Chief Financial Officer

Meridian Corp 8-K