{"url_path":"/sec/botj/8-k/2026-05-20/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-20","source_url":"https://www.sec.gov/Archives/edgar/data/1275101/0001275101-26-000021-index.html","accession_number":"0001275101-26-000021","cik":"0001275101","ticker":"BOTJ","issuer_name":"BANK OF THE JAMES FINANCIAL GROUP INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1275101/0001275101-26-000021-index.html","primary_entity_key":"0001275101","primary_entity_name":"BANK OF THE JAMES FINANCIAL GROUP INC"},"word_count":298,"has_tables":true,"body_markdown":"Item 5.07 - Submission of Matters to a Vote of Security Holders\n\n(a)On May 19, 2026, Bank of the James Financial Group, Inc. (the \"Company\") held its Annual Meeting of Shareholders for which the board of directors solicited proxies.\n\n(b)As of March 23, 2026, the record date for the determination of the shareholders entitled to notice of, and to vote at, the Annual Meeting, there were 4,543,338 shares of common stock outstanding and eligible to vote. 3,573,405 shares, or approximately 78.65% of the outstanding shares, were represented at the meeting in person or by proxy.\n\nAt the Annual Meeting, the shareholders of the Company voted on the following matters as described in the Company's Proxy Statement dated April 6, 2026. The final results of the shareholder vote are as follows:\n\nProposal No. 1. The Company's shareholders elected four (4) Group Two directors to serve on the board of directors for a three-year term to expire at the Company's 2029 annual meeting of shareholders, as set forth below:\n\nName\n\nGroup\n\nVotes For\n\nWithheld Votes\n\nBroker Non-Votes\n\nRobert R. Chapman III\n\nTwo\n\n2,435,558\n\n42,840\n\n1,095,007\n\nJulie P. Doyle\n\nTwo\n\n2,177,449\n\n300,949\n\n1,095,007\n\nLydia K. Langley\n\nTwo\n\n2,176,380\n\n302,018\n\n1,095,007\n\nAugustus A. Petticolas, Jr.\n\nTwo\n\n2,156,391\n\n322,007\n\n1,095,007\n\nProposal No. 2. The Company’s shareholders ratified the appointment of Elliott Davis, PLLC as the Company’s independent registered public accounting firm for the year ending December 31, 2026, as set forth below:\n\nVotes For\n\nVotes Against\n\nAbstentions\n\nBroker Non-Votes\n\n3,565,490\n\n4,655\n\n3,260\n\n-\n\nProposal No. 3. The Company’s shareholders approved the non-binding, advisory resolution approving the compensation of the Company’s named executive officers as disclosed in the Proxy Statement pursuant to the compensation disclosure rules of the SEC, as set forth below:\n\nVotes For\n\nVotes Against\n\nAbstentions\n\nBroker Non-Votes\n\n2,403,289\n\n31,082\n\n44,027\n\n1,095,007"}