-----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, DSK9PTdtpMVua3HlejIHluPRwmiGyAbK2dL7mvsTie4MNj1+0XGzFgVkgPJgXlB+ xNctBLZ7XssJhr8X8xpAzQ== 0001193125-08-201391.txt : 20080925 0001193125-08-201391.hdr.sgml : 20080925 20080925171346 ACCESSION NUMBER: 0001193125-08-201391 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080925 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080925 DATE AS OF CHANGE: 20080925 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SERVICE BANCORP INC CENTRAL INDEX KEY: 0001063939 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 043430806 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24935 FILM NUMBER: 081089300 BUSINESS ADDRESS: STREET 1: 81 MAIN STREET CITY: MEDWAY STATE: MA ZIP: 02053 MAIL ADDRESS: STREET 1: 81 MAIN STREET CITY: MEDWAY STATE: MA ZIP: 02053 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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

September 25, 2008

Date of Report (Date of earliest event reported)

 

 

SERVICE BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Massachusetts   0-24935   04-3430806

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

81 Main Street, Medway, Massachusetts   02053
(Address of principal executive offices)   (Zip Code)

1-888-578-7282

(Registrant’s telephone number, including area code)

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 Principal Officers; Election of Directors; Appointment of Principal Officers

On September 25, 2008, Service Bancorp, Inc. issued a press release announcing the appointment of Edward A. Hjerpe, III as the Interim Chief Executive Officer of Service Bancorp, MHC, Service Bancorp, Inc., Strata Bank (together, the “Companies”). Mr. Hjerpe is 49 years old. A copy of the press release announcing Mr. Hjerpe’s appointment is filed as Exhibit 99.1 to this report and is incorporated by reference herein.

The terms of Mr. Hjerpe’s engagement and his compensation arrangements have been memorialized in an Employment and Consulting Agreement by and among Mr. Hjerpe and the Companies. Mr. Hjerpe will receive cash compensation at the rate of $40,000 per month. Mr. Hjerpe will also receive a restricted stock award of 10,000 shares of Service Bancorp, Inc. common stock, that will vest in twenty-four monthly installments and, under additional circumstances, may receive an additional restricted stock award of 2,000 shares of Service Bancorp, Inc. common stock that would also vest in twenty-four monthly installments.

Mr. Hjerpe’s employment will be terminable on 15 days prior written notice by the Companies or thirty days prior written notice by Mr. Hjerpe. The Employment and Consulting Agreement provides that Mr. Hjerpe will be entitled to receive a severance payment of $20,000, if he is terminated without “cause” as defined in the Employment and Consulting Agreement.

Mr. Hjerpe’s business experience from 1988 to 2007 is described in the press release filed as Exhibit 99.1 to this Report. From 2007 through his appointment as Interim Chief Executive Officer, Mr. Hjerpe has served as a consultant to various companies that are not affiliated with the Companies. The Employment and Consulting Agreement permits Mr. Hjerpe to continue to provide such consulting services and provides that any compensation he receives as part of those engagements will reduce his compensation under the Employment and Consulting Agreement.

Item 9.01 Financial Statements and Exhibits.

 

  (a) Financial Statements of Business Acquired.

Not applicable

 

  (b) Pro Forma Financial Information.

Not applicable

 

  (c) Shell Company Transactions.

Not applicable

 

  (d) Exhibits.

 

  99.1 Press Release dated September 25, 2008.


SIGNATURE

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.

 

SERVICE BANCORP, INC.
By:  

/s/    Mark L. Abbate

  Mark L. Abbate
 

Executive Vice President and

Chief Financial Officer

Date: September 25, 2008


EXHIBIT INDEX

 

99.1   Press Release, dated September 25, 2008
EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

 

SERVICE BANCORP, INC.    For Immediate Release   
81 Main Street      
Medway, MA 02053      

Contact:

Mark L. Abbate

EVP & Chief Financial Officer (888) 578-7282

Service Bancorp Appoints Edward A. Hjerpe, III to serve as Interim Chief Executive Officer

Medway, MA, September 25, 2008 – Service Bancorp, Inc. (OTC Bulletin Board: SERC), the bank holding company for Strata Bank, announced today the appointment of Edward A. Hjerpe, III as the Interim Chief Executive Officer of Strata Bank, Service Bancorp, Inc. and Service Bancorp MHC.

From 2004 to 2007, Mr. Hjerpe served as a Senior Vice President of Webster Financial Corporation, a publicly traded banking company headquartered in Waterbury, Connecticut, as well as the President and Chief Operating Officer of the Massachusetts and Rhode Island Division of Webster Bank N.A. Previously, Mr. Hjerpe was the Chief Operating Officer and Chief Financial Officer of publicly traded FirstFed America Bancorp, Inc. and its wholly-owned subsidiary First Federal Savings Bank of America, based in Swansea, Massachusetts, from 1997 to 2004, when it was acquired by Webster. At the time of that acquisition, FirstFed had total assets of $2.6 billion.

Prior to joining FirstFed, Mr. Hjerpe worked at the Federal Home Loan Bank of Boston, first as Senior Vice President, Director of Financial Analysis and Economic Research, from 1988 to 1992, and ultimately as its Executive Vice President and Chief Financial Officer from 1992 to 1997. Mr. Hjerpe obtained a B.A. in Business and Economics from St. Anselm College, and a M.A. and Ph.D. in Economics from the University of Notre Dame.

Mr. Hjerpe has ties to Strata Bank’s community, having resided in Medway, Massachusetts for ten years before relocating to Rhode Island in 1997, and served as a member of Medway’s Town Finance Committee from 1994 to 1997. In addition, Mr. Hjerpe has served as a member of the Board of Directors of the United Way of Fall River, Massachusetts since 2001 and currently serves on its Executive Committee and Investment Committee. Mr. Hjerpe was a Board Member of the Massachusetts Bankers’ Association from 2003 to 2007. Mr. Hjerpe is currently the Chairman of the Board of Trustees of St. Anselm College in Manchester, New Hampshire, where he serves on both the Executive Committee and the Investment Committee, and a member of the Board of Directors of Dental Services of MA, and Dentaquest Ventures, Inc., of Charlestown, Massachusetts, serving as a member of the Audit Committee and Chair of the Finance Committee.

The Boards of Directors of the Bank, Service Bancorp, Inc and Service Bancorp MHC have appointed Mr. Hjerpe to serve as Interim Chief Executive Officer in the absence of Pamela J. Montpelier, the Bank’s current President and Chief Executive Officer, who at her request is taking a personal leave.

Service Bancorp, Inc. is the bank holding company of Strata Bank, a Massachusetts-chartered savings bank. Strata Bank serves the communities centrally located between Boston, MA, Worcester, MA and Providence, RI.

Established in 1871, Strata Bank has assets in excess of $400 million and operates eight full service offices in Bellingham, Franklin, Hopkinton, Medfield, Medway, Milford and Millis.

Each of Strata Bank’s deposits is completely insured for the entire amount of the deposit. The FDIC insures all deposits up to $100,000 per depositor (except self-directed retirement accounts, which are insured up to $250,000 per depositor). All deposit amounts above the FDIC limits are insured in full by the Depositors Insurance Fund, a private, industry-sponsored excess deposit insurance company.

Strata’s team of professionals works collectively to provide the ultimate customer experience through unmatched service, competitive rates and visible presence in the communities it serves. For more information, visit www.stratabank.com.

This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, the words “believe”, “anticipates”, “plans”, “expects” and similar expressions are intended to identify forward-looking statements. There are a number of important factors that could cause the Company’s actual results to differ materially from those contemplated by such forward-looking statements. These important factors include, without limitation, the Company’s continued ability to originate quality loans, fluctuation in interest rates, real estate conditions in the Company’s lending


areas, changes in the securities or financial markets, changes in loan delinquency and charge-off rates, general and local economic conditions, the Company’s continued ability to attract and retain deposits, the Company’s ability to control costs, new accounting pronouncements, and changing regulatory requirements. The Company undertakes no obligation to publicly release the results of any revisions to those forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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