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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) April 9, 1997
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Commercial Bancshares, Inc.
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(Exact Name of Registrant as Specified in Charter)
Ohio 0-27894 34-1787239
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State or Other Jurisdiction (Commission File Number) IRS Employer
Of Incorporation Identification No.
118 South Sandusky Avenue, Upper Sandusky, Ohio 43351
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (419) 294-5781
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5 - Other Events
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The 1997 Annual Meeting of Shareholders of Commercial Bancshares, Inc. (the
"Corporation") was held April 9, 1997. Three shareholder issues were
addressed at this meeting.
The first issue was the election of Class III Directors whose terms expire
in the year 2000. The Corporation's four nominees, namely James A. Deer,
Hazel Franks, Raymond E. Graves, and Richard Sheaffer were elected at the
meeting. All nominees received at least 223,598 votes, of the 347,152 shares
outstanding.
The second issue was a proposal to amend the Corporation's Articles of
Incorporation to increase the number of authorized shares from 1,000,000 to
4,000,000 and to eliminate par value for all shares including those
currently authorized and issued. Holders of 184,534 shares, or 53.15% of the
total voting power of the Corporation, voted in favor of the proposal.
Passage of the proposal required approval by the holders of shares entitling
them to exercise a majority of the total voting power of the Corporation. As
the required majority was obtained, the proposal was approved.
The final issue was a proposal for the adoption of an Incentive Stock Option
Plan for Executive Officers of the Corporation. Approval of the proposal
required a majority of the shares of the Corporation represented at the
meeting in person or by proxy. Holders of 156,231 votes, or 69.47% of the
shares represented in person or by proxy, voted in favor of the proposal.
Therefore, the proposal was approved.
Following the Annual Shareholders Meeting, the Board of Directors of the
Corporation met and Richard Sheaffer was reelected to serve as Chairman of
the Board.
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.
Commercial Bancshares, Inc.
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(Registrant)
Date April 14, 1997 /S/ James A. Deer
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James A. Deer, Secretary
