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 28, 2010


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 27, 2010.  At the Annual Meeting, there were present in person or by proxy 17,354,874 shares of the Company’s common stock, representing approximately 81.77% of the total outstanding eligible shares.  There were 4,363,223 broker non-votes.  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 2013.

Number of Votes Cast For Class III Directors

Withheld

% Voted For

 

 

 

 

Daniel R. DeVos

12,377,066

614,586

95.27%

James C. Dewar

12,399,918

591,734

95.45%

Bruce E. Duke, III, M.D.

12,457,515

534,137

95.89%

Craig G. Ford

8,865,045

4,126,607

68.24%

Kim W. Kunkle

12,055,278

936,374

92.79%


 

 

 

Proposal #2

FOR

AGAINST

ABSTAIN

 

 

 

 

The waiver of the

 

 

 

director age restriction

 

 

 

of the bylaws with respect

 

 

 

to Craig G. Ford, a

 

 

 

nominee for election as a

 

 

 

director

16,090,341

1,221,875

42,658


 

 

 

Proposal #3

FOR

AGAINST

ABSTAIN

 

 

 

 

An advisory (non-binding) vote on executive compensation


16,073,610


1,193,171


88,093

 

 

 

 


 

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 28, 2010