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) May 30, 2012
Wayne Savings Bancshares, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-23433 | 311557791 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer 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 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-4(c)) | |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 30, 2012 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1. Press release dated May 30, 2012
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.
| Wayne Savings Bancshares, Inc. (Registrant) |
||
| May 30, 2012 (Date) |
/s/ H. STEWART FITZ GIBBON III H. Stewart Fitz Gibbon III Executive Vice President Chief Operating Officer, Chief Risk Officer |
| Exhibit Index | ||
| 99.1 | Press release dated May 30, 2012 | |
EXHIBIT 99.1
WOOSTER, Ohio, May 30, 2012 (GLOBE NEWSWIRE) -- Wayne Savings Bancshares, Inc. (Nasdaq:WAYN), the holding company parent of Wayne Savings Community Bank, announces the following changes in responsibilities on the boards of directors and management for the Company and the Bank.
Peggy J. Schmitz has been elected Chair of the Board of Directors of Wayne Savings Bancshares, Inc., succeeding James C. "Cy" Morgan II, who retired from the Boards of the Company and the Bank following the May 24, 2012 meeting of shareholders after reaching the Company's mandatory retirement age. Ms. Schmitz, a director since 2008, will also chair the Board's Executive Committee.
Jonathan Ciccotelli, CPA, has been elected Lead Director of the Board of Directors of Wayne Savings Bancshares, Inc. and Wayne Savings Community Bank. Mr. Ciccotelli has been a director since 2010 and has served and will continue to serve as chair of the Company's Audit Committee.
David L. Lehman and Glenn W. Miller, CPA, have been elected as directors of both Wayne Savings Bancshares, Inc. and Wayne Savings Community Bank. Mr. Lehman will chair the Nominating and Corporate Governance Committee and will join the Compensation Committee. Mr. Miller will join the Audit and Compensation Committees.
Rod C. Steiger has been elected Chair of the Board of Directors of Wayne Savings Community Bank. Mr. Steiger will continue as Chief Executive Officer of Wayne Savings Community Bank and as President and Chief Executive Officer of Wayne Savings Bancshares, Inc. Mr. Steiger has been a director of both the Company and the Bank since 2008 and became President and CEO of both entities in January 2011.
H. Stewart Fitz Gibbon III has been appointed President of Wayne Savings Community Bank and elected to a three year term as a director of the Bank. He will continue as Chief Operating Officer, Chief Risk Officer, Corporate Secretary and Treasurer of both the Company and the Bank. Mr. Fitz Gibbon joined the Company and the Bank in September 2005 as Chief Financial Officer, Corporate Secretary and Treasurer. He assumed responsibility as Chief Operating Officer and Chief Risk Officer of the Company and the Bank in May 2011.
Established in 1899, Wayne Savings Community Bank, the wholly owned subsidiary of Wayne Savings Bancshares, Inc., has eleven full-service banking locations in the communities of Wooster, Ashland, Millersburg, Rittman, Lodi, North Canton, and Creston, Ohio.
Statements contained in this news release which are not historical facts may be forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors. Factors which could result in material variations include, but are not limited to, changes in interest rates which could affect net interest margins and net interest income, competitive factors which could affect net interest income and noninterest income, changes in demand for loans, deposits and other financial services in the Company's market area; changes in asset quality, general economic conditions as well as other factors discussed in documents filed by the Company with the Securities and Exchange Commission from time to time. The Company undertakes no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made.
CONTACT: Rod C. Steiger
President
Chief Executive Officer
(330) 264-5767