MUNCY COLUMBIA FINANCIAL Corp

DEF 14A 1 muncy-def14a_042324.htm DEFINITIVE PROXY STATEMENT

**UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20429

SCHEDULE 14A

**Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

MUNCY COLUMBIA FINANCIAL CORPORATION

(Name of Registrant as Specified In Its Charter)

Not applicable

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check theappropriate box):

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March 12, 2024

Dear Fellow Shareholder:

You are invited to attend the Annual Meeting of Shareholders of Muncy Columbia Financial Corporation on Tuesday, April 23, 2024 at 10:30 a.m. Eastern Time. The meeting will be held in person at the Lightstreet Office of the Company’s Journey Bank subsidiary, 1199 Lightstreet Road, Bloomsburg, Pennsylvania 17815, and virtually on the Internet bylive webcast.

We are making the accompanying Notice of Annual Meeting of Shareholders, proxy statement, proxy card and Annual Report on Form 10-K available to our shareholders by the Internet pursuant to rules adopted by the Securities and Exchange Commission. On or about March 14, 2024, we will mail to our shareholders the Notice of Internet Availability of Proxy Materials containing instructions on how to access the Notice of Annual Meeting of Shareholders, proxy statement, proxy card, 2023 Annual Highlights and Annual Report on Form 10-K by the Internet and how to vote online. As a result, you will not receive a printed copy of the proxy materials unless you request a copy. All shareholders will be able to access the proxy materials on the Internet at the following address: http://www.astproxyportal.com/ast/07477. If you would like to receive a printed set of the proxy materials by mail, free of charge, please follow the instructions printed on the Notice of Internet Availability of Proxy Materials.

YOUR VOTE IS IMPORTANT. Whether or not you plan to attend the Annual Meeting, either in person or virtually on the Internet by live webcast, you can ensure that your shares are represented at the meeting by promptly voting and submitting your proxy by completing, signing, dating and returning your proxy card by mail or by voting by telephone, or throughthe Internet.

If you hold your shares beneficially in the name of a broker, bank, trustee or other nominee, you should follow the directions provided by your broker, bank, trustee or other nominee regarding how they are to vote your shares.

If you have any questions regarding the Annual Meeting, please contact Nancy Diehl at (570) 387-7168 or Beth Benson at(570) 940-1908.

Thank you for your continuing support.

Sincerely,

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NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

NOTICE IS HEREBY GIVEN, that the Annual Meeting of the Shareholders of Muncy Columbia Financial Corporation (the “Company”) will be held on Tuesday, April 23, 2024 at 10:30 a.m. Eastern Time, at the Lightstreet Office of the Company’s Journey Bank subsidiary, 1199 Lightstreet Road, Bloomsburg, Pennsylvania 17815, and virtually on the Internet bylive webcast.

The Annual Meeting will be held to vote upon thefollowing matters:

(1)To elect four (4) Directors of the Company to Class 3 for terms of three (3) years (see the accompanying proxy statement for a listof nominees);

(2)Non-binding advisory vote to approve the compensation of the named executive officers as set forth in the accompanying proxy statement (the “Say On Pay” vote);

(3)Non-binding advisory vote to establish the frequency of holding the Say On Pay vote (the “Say On Frequency” vote);

(4)To ratify the appointment of S.R. Snodgrass P.C. as the Company’s independent registered public accounting firm for the year ending December 31,2024; and

(5)To approve the amended and restated Employee Stock Purchase Plan.

To act upon such other business as may properly come before the meeting.

The Board of Directors recommends that you vote “FOR” the election of each of the four nominees for Director listed in the accompanying proxy statement; “FOR” approval of the compensation of the named executive officers as set forth in the attached proxy statement; “FOR” holding the Say On Pay vote every third year; “FOR” ratification of the appointment of S.R. Snodgrass P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2024; and “FOR” approval of the amended and restated Employee Stock****Purchase Plan.

Only shareholders of record at the close of business on February 23, 2024 will be entitled to notice of, and to vote at, the Annual Meeting or any adjournment or postponement of the meeting. To access the live webcast of the Annual Meeting on the Internet, visit the following web address: https://web.lumiagm.com/285477946 and enter the control number on your proxy card and/or voting instruction form. The password for the meeting, if requested, is mcfc2024. This Notice and the accompanying proxy statement are being first made available to shareholders on or about the date hereof. We encourage you to read the proxy statement carefully.

BY ORDER OF THE BOARD OF DIRECTORS

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/s/ Beth A. Benson

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Beth A. BensonSecretary

Bloomsburg, Pennsylvania

March 12, 2024

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of the Shareholders to be held onApril 23, 2024. This Notice, the Proxy Statement, Proxy Card, 2023 Annual Highlights and 2023 Annual Report on Form 10-K are available at: http://www.astproxyportal.com/ast/07477.

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TABLE OF CONTENTS

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232 East Street

Bloomsburg, Pennsylvania 17815

(570) 784-1660

PROXY STATEMENT

2024 ANNUAL MEETING OF SHAREHOLDERS – APRIL 23, 2024