-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OhVbUKgv1e4ccmW8G3PCwZ1UBeQwzSm4Gj22zvXFp/s5c4L2C9m3HX5ulrfqWcGk 3iS7C+oe5oSXkxyuDz5e8g== 0000914317-10-001568.txt : 20101005 0000914317-10-001568.hdr.sgml : 20101005 20101005150446 ACCESSION NUMBER: 0000914317-10-001568 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101005 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101005 DATE AS OF CHANGE: 20101005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WAYNE SAVINGS BANCSHARES INC /DE/ CENTRAL INDEX KEY: 0001036030 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 311557791 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23433 FILM NUMBER: 101108947 BUSINESS ADDRESS: STREET 1: 151 N MARKET ST CITY: WOOSTER STATE: OH ZIP: 44691-4809 BUSINESS PHONE: 3302645767 MAIL ADDRESS: STREET 1: 151 N MARKET ST CITY: WOOSTER STATE: OH ZIP: 44691-4809 FORMER COMPANY: FORMER CONFORMED NAME: WAYNE SAVINGS BANKSHARES INC DATE OF NAME CHANGE: 19970319 8-K 1 form8k-110488_wayne.htm FORM 8-K form8k-110488_wayne.htm
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION


Washington, D.C.  20549

FORM 8-K

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


     
Date of Report (Date of earliest event reported)
October 5, 2010 (September 23, 2010)
  
     
     
WAYNE SAVINGS BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
     
     
Delaware
0-23433
31-1557791
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
  
Identification No.)
     
     
151 N. Market St., Wooster, Ohio
  
44691
(Address of principal executive offices)
  
(Zip Code)
     
     
Registrant's telephone number, including area code
(330) 264-5767
  
     
     
Not Applicable
(Former name, former address and former fiscal year, 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 (see General Instruction A.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))



 
 
 

Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c)           On October 5, 2010, Wayne Savings Bancshares, Inc. (the “Company”) issued a press release announcing the September 23, 2010 appointment of director Rodney C. Steiger as President and Chief Executive Officer of the Company and of the Company’s wholly-owned subsidiary, Wayne Savings Community Bank, effective January 15, 2011.  Mr. Steiger will replace Phillip E. Becker who is retiring from the Company and the Bank effective January 14, 2011.  A copy of the press release dated October 5, 2010 is attached as Exhibit 99 to this report.  There is no agreement or understanding between Mr. Steiger and the Company and any person pursuant to which Mr. Steiger ha s been elected President and Chief Executive Officer.  The press release is being furnished to the SEC and shall not be deemed to be “filed” for any purpose.

Mr. Steiger, who is 62 years of age, was a director and the President and Chief Executive Officer of The Orrville Hospital Foundation dba Dunlap Community Hospital from 2005 until his appointment as the Company’s President and Chief Executive Officer.  He has extensive banking experience, most recently as the Chief Executive Officer of The Savings Bank and Trust Company in Orrville, Ohio.

There are no family relationships between Mr. Steiger and any of the Company’s other executive officers or directors.  Mr. Steiger has not been a party to any transaction with the Company in which the amount exceeds $120,000 and in which he had a direct or indirect material interest.

The Company and Mr. Steiger intend to enter into an employment agreement which will provide that Mr. Steiger will serve as the Company’s President and Chief Executive Officer for a term of two years.  The agreement will renew annually for one additional year unless notice to the contrary is given.  The agreement will provide for termination by the Company for cause at any time.  The agreement will also provide for a severance payment of two times Mr. Steiger’s highest annual base salary and bonus under certain circumstances, including termination or resignation of Mr. Steiger following a change in control of the Company.



Item 9.01               Financial Statements and Exhibits

(a)           Not applicable.

(b)           Not applicable.

 
(c)
Not applicable.

 
(d)
Exhibits

 
 
 


Exhibit No.               Description

 
99
Press release, dated October 5, 2010






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 thereunto duly authorized.


 
WAYNE SAVINGS BANCSHARES, INC.
     
     
 
By:
/s/ H. Stewart Fitz Gibbon III
 
Name:
H. Stewart Fitz Gibbon III
 
Title:
Executive Vice President,
   
Chief Financial Officer,
   
Secretary and Treasurer

Date:  October 5, 2010


 
 
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