SECURITIES AND EXCHANGE COMMISSION



SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549


Form 8-K


Current Report

Pursuant to Section 13 or 15(d) of the Securities Act of 1934


Date of Report (Date of earliest event reported) April 25, 2012


AMERISERV FINANCIAL, Inc.

(exact name of registrant as specified in its charter)


Pennsylvania        0-11204        25-1424278

(State or other     (commission    (I.R.S. Employer

 jurisdiction          File Number)   Identification No.)

of Incorporation)


Main and Franklin Streets, Johnstown, Pa.  15901

(address or principal executive offices)   (Zip Code)


Registrant's telephone number, including area code: 814-533-5300


N/A

(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-4c))













Form 8-K


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


The annual meeting of the shareholders of AMERISERV FINANCIAL, Inc. was held on April 24, 2012.  At the Annual Meeting, there were present in person or by proxy 17,373,361 shares of the Company’s common stock, representing approximately 84.84% of the total outstanding eligible shares.  The proposals considered at the Annual Meeting were voted on as follows:


Proposal #1


The following directors were elected to three year terms expiring in 2015.

Number of Votes Cast For Class II Directors

Withheld

% Voted For

 

 

 

 

 

 

J. Michael Adams, Jr.

13,240,317

337,346

97.52%

 

Margaret A. O’Malley

13,159,875

417,788

96.92%

 

Mark E. Pasquerilla

13,228,602

349,061

97.43%

 

Thomas C. Slater

13,068,275

509,388

96.25%

 

Glenn L. Wilson

13,199,102

378,561

97.21%

 

 

 

 

 

 

Proposal #2

FOR

AGAINST

ABSTAIN

% Voted For

 

 

 

 

 

Ratification of the appointment of SR Snodgrass, A.C. as the Company’s

 

 

 

 

Independent Registered Public Accounting Firm for the fiscal years ending December 31, 2012, 2013, and 2014.




17,102,389




208,696




45,996




98.53%

 

 

 

 

 

Proposal #3

FOR

AGAINST

ABSTAIN

% Voted For

 

 

 

 

 

An advisory (non-binding) vote on executive compensation.


12,949,277


514,177


114,209


95.37%

 

 

 

 

 


 

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.



AMERISERV FINANCIAL, Inc.


By: /s/Jeffrey A. Stopko

Jeffrey A. Stopko

Executive Vice President

& CFO


Date: April 25, 2012