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Annual Reports

2017

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Proxy Statements


OHIO VALLEY BANC CORP.

ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON MAY 16, 2018

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

By submitting your voting instructions through this Internet site, you are appointing Jeffrey E. Smith, David W. Thomas and Larry E. Miller, II, and each of them, with full power of substitution to each, your true and lawful attorneys and proxies to vote all of the common shares of Ohio Valley Banc Corp. (the "Company") that you are entitled to vote at the Annual Meeting to be held at the Morris and Dorothy Haskins Ariel Theatre, 426 Second Avenue, Gallipolis, Ohio, on Wednesday, May 16, 2018 at 5:00 p.m., Eastern Daylight Saving Time, and at any adjournment(s) thereof, as indicated on this Internet site on the following matters. THE BOARD OF DIRECTORS OF THE COMPANY RECOMMENDS YOU VOTE "FOR" THE ELECTION OF THE DIRECTOR NOMINEES, "FOR" ITEM 2, AND “FOR” ITEM 3.

1. The election of the following three directors to the Board of Directors for terms expiring in 2021.

Anna P. Barnitz Brent R. Eastman Thomas E. Wiseman

2. The approval, in a non-binding vote, of the compensation of the Company’s named executive officers.

3. The ratification of the selection of Crowe Horwath LLP as the Company’s independent registered public accounting firm for fiscal year 2018.

4. In their discretion, the individuals designated to vote this proxy are authorized to vote upon any other matter that properly comes before the Annual Meeting or any adjournment thereof.

WHERE A CHOICE IS INDICATED, THE SHARES REPRESENTED BY THIS PROXY INSTRUCTION WILL BE VOTED OR NOT VOTED AS SPECIFIED. UNLESS INSTRUCTIONS TO THE CONTRARY ARE GIVEN, THE COMMON SHARES REPRESENTED BY THIS PROXY INSTRUCTION WILL BE VOTED "FOR" THE ELECTION OF THE NOMINEES LISTED ABOVE AS DIRECTORS OF THE COMPANY, "FOR" ITEM 2, AND “FOR” ITEM 3. IF ANY OTHER MATTERS ARE PROPERLY BROUGHT BEFORE THE ANNUAL MEETING OR ANY ADJOURNMENT THEREOF, OR IF A NOMINEE FOR ELECTION AS A DIRECTOR NAMED IN THE PROXY STATEMENT IS UNABLE TO SERVE OR FOR GOOD CAUSE WILL NOT SERVE, THE COMMON SHARES REPRESENTED BY THIS PROXY INSTRUCTION WILL BE VOTED IN THE DISCRETION OF THE INDIVIDUALS DESIGNATED TO VOTE YOUR SHARES, TO THE EXTENT PERMITTED BY APPLICABLE LAW, ON SUCH MATTERS OR FOR SUCH SUBSTITUTE NOMINEE(S) AS THE DIRECTORS MAY RECOMMEND.

ALL PROXIES YOU HAVE PREVIOUSLY GIVEN ARE HEREBY REVOKED. BY SUBMITTING YOUR VOTING INSTRUCTIONS BY THIS WEB SITE, YOU ACKNOWLEDGE YOU HAVE RECEIVED OR HAD ACCESS TO THE ANNUAL REPORT, NOTICE OF ANNUAL MEETING, AND PROXY STATEMENT FOR THE MAY 16, 2018 MEETING.



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