UNITED STATES ~~SECURITIES AND EXCHANGE COMMISSION~~

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant

~~Pursuant~~ to Section 13 ORor 15(d) of ~~The Securities Exchange Act of 1934~~the

~~Date~~Securities Exchange ofAct ~~Report (Date~~ of ~~earliest event reported) May 9, 2016~~1934

~~Citizens~~Date ~~Bancshares~~of ~~Corporation~~report (~~Exact~~Date ~~name~~ of ~~registrant~~earliest asevent ~~specified~~reported) May in25, ~~its~~2016 ~~charter~~(May 23, 2016)

Georgia	333-38509	58-1631302
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Citizens Bancshares Corporation

(Exact name of registrant as specified in its charter)

Georgia

(State or other jurisdiction of incorporation)

333-38509	58-1631302
(Commission File Number)	(IRS Employer Identification No.)

230 Peachtree Street NW, Atlanta, Georgia, USA	30303
(Address of principal executive offices)	(Zip Code)

~~Registrant’s telephone number, including area code~~ (404) 659-5959

(~~Former~~Registrant’s ~~name~~telephone ~~or former address~~number, ifincluding area ~~changed since last report.~~code)

~~Check~~(Former ~~the~~name ~~appropriate~~or ~~box~~former ~~below~~address, if ~~the Form 8-K filing is intended to simultaneously~~changed ~~satisfy~~since ~~the~~last ~~filing obligation of the registrant under any of the following provisions:~~report)

oCheck ~~Written~~the ~~communications~~appropriate box ~~pursuant~~below if the Form 8-K filing is intended to ~~Rule~~simultaneously ~~425~~satisfy ~~under~~the filing obligation of the ~~Securities~~registrant ~~Act~~under any of the following provisions (17see ~~CFR~~General ~~230~~Instruction A.~~425~~2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

oItem ~~Pre-commencement~~5.07 ~~communications~~Submission ~~pursuant~~of Matters to ~~Rule~~a ~~14d-2(b)~~Vote ~~under~~of ~~the~~Security ~~Exchange Act (17 CFR 240.14d-2(b))~~Holders

oThe ~~Pre-commencement~~annual ~~communications~~meeting of shareholders of Citizens Bancshares Corporation (the “Company”) was held on May 23, 2016 (the “Annual Meeting”). Proxies for the Annual Meeting were solicited pursuant to ~~Rule~~Section ~~13e-4~~14(ca) ~~under~~of the Securities Exchange Act ~~(17~~of ~~CFR~~1934, ~~240~~as amended.~~13e-4(c))~~ The matters listed below were submitted to a vote of the Company’s shareholders and the final voting results were as follows:

~~Item~~Votes ~~8.01~~on ~~Other~~the ~~Events~~election of three (3) Class II directors to serve a three-year term expiring in 2019 were as follows:

On May 9, 2016, Citizens Bancshares Corporation (the “Registrant”) issued a press release announcing its annual dividend payment for 2016. A copy of the press release issued by the Registrant is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

Name	For	Withheld	Uncast	Broker Non-Votes
Robert L. Brown, Jr.	1,252,086	12,589	0	344,588
C. David Moody, Jr.	1,229,270	35,405	0	344,588
James E. Williams	1,252,101	12,574	0	344,588

~~Item~~Votes ~~9.01~~on ~~Financial~~the ~~Statements~~proposal to ratify the appointment of Elliott Davis Decosimo, ~~Pro~~LLC ~~Forma~~as ~~Information~~the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016 were ~~and~~as ~~Exhibits~~follows:

Exhibit 99.1 Press Release of Registrant, dated May 9, 2016, announcing annual dividend payment for 2016.

For

Against

Abstentions

Broker

Non-Votes

1,599,957

8,948

358

~~Signature~~Votes on the proposal to approve a non-binding resolution regarding the compensation of the Company’s executive officers named in the Summary Compensation Table of the Company’s Proxy Statement for the Annual Meeting were as follows*:

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

For

Against

Abstentions

Broker

Non-Votes

1,177,377

24,742

62,556

344,588

~~CITIZENS~~* ~~BANCSHARES~~The ~~CORPORATION~~Company ~~By:~~must ~~/s/~~include ~~Cynthia~~the N.non-binding ~~Day~~resolution ~~Cynthia~~in Nits proxy statement each year as long as it is participating in the U.S. ~~Day~~Treasury ~~President~~TARP ~~and~~CDCI ~~CEO~~Program.

~~Dated: May 9, 2016~~Signatures

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.

	CITIZENS BANCSHARES CORPORATION


Dated: May 25, 2016	By:	/s/ Cynthia N. Day
		Cynthia N. Day
		President & CEO

Filing Compare · CITIZENS BANCSHARES CORP /GA/