Item 8.01 Other Events
On March 17, 2020, Cortland Bancorp's Board of Directors awarded each director
other than Chairman Timothy K. Woofter 266 shares of fully vested stock. With an
effective grant date of March 17, 2020, the price of the stock is $15.82 per
share. Chairman Timothy K. Woofter received 290 shares of fully vested stock.
At the same meeting, the Board of Directors of Cortland Bancorp (the "Company")
modified the Company's stock repurchase program ("Program"). Under the Program
to be effective for 2020, the Company is authorized to repurchase up to 300,000
shares of the Company's common stock, which equates to approximately 7% of the
Company's outstanding shares. The previous repurchase authorization, announced
on December 18, 2019, which was effective through the end of 2020, was for
200,000 shares, and for which 56,854 shares remained available for repurchase.
With this newly authorized program, 156,854 shares remain available for
repurchase through December 31, 2020, but may be limited or terminated at any
time without prior notice.
Item 9.01(d) Exhibit
10.36.3 Form of Restricted Stock Award Agreement, incorporated by reference
to Exhibit 10.36.3 of the Form 10-Q for the quarter ended June 30,
2015, filed with the SEC on August 11, 2015
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