SUNNYSIDE BANCORP, INC. : Submission of Matters to a Vote of Security Holders (form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders

A Special Meeting of Stockholders of Sunnyside Bancorp, Inc. (the "Company") was held on November 10, 2021. The matters listed below were submitted to a vote of the stockholders and the proposals are described in detail in the proxy statement filed with the Securities and Exchange Commission on October 7, 2021. The final results of the stockholder votes are as follows:

Proposal 1 - Approval of the Merger Agreement and Merger

The stockholders approved and adopted the that the Agreement and Plan of Merger, dated as of June 16, 2021 (as amended on August 26, 2021), by and among Rhodium BA Holdings LLC, Rhodium BA Merger Sub, Inc., Mark Silber, the Company and Sunnyside Federal Savings and Loan Association of Irvington, pursuant to which Rhodium BA Merger Sub, Inc. will merge with and into Sunnyside Bancorp, with Sunnyside Bancorp as the surviving corporation, and the merger, as follows:

For                  488,772
Against               19,008
Abstain                7,578
Broker non-votes           0

Proposal 2 - Approval of non-binding, advisory resolution to approve certain compensation payable to named executive officers

The stockholders approved a non-binding, advisory proposal to approve the compensation payable to the named executive officers of the Company in connection with the merger, as follows:

For                  472,399
Against               33,024
Abstain                9,935
Broker non-votes           0

Proposal 3 - Approval of Adjournment of Special Meeting

The proposal to adjourn the special meeting, if necessary, to solicit additional proxies if there were not sufficient votes present at the special meeting in person or by proxy to approve and adopt the Agreement and Plan of Merger and the merger, was not considered by stockholders based on the approval of Proposal 1 at the special meeting.

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