-----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, D4ybO6fjSOOpHUAGERWbTkpKrPUXJIcGm1cPy+GQZAMaSMjRQIKZN7iZIF5qvUvP bVtU36m8Xxr3TYcME5AApA== 0000950123-10-084672.txt : 20100909 0000950123-10-084672.hdr.sgml : 20100909 20100908185414 ACCESSION NUMBER: 0000950123-10-084672 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100908 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: 20100909 DATE AS OF CHANGE: 20100908 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED COMMUNITY FINANCIAL CORP CENTRAL INDEX KEY: 0000707886 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 341856319 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24399 FILM NUMBER: 101063139 BUSINESS ADDRESS: STREET 1: 275 FEDERAL PLAZA WEST CITY: YOUNGSTOWN STATE: OH ZIP: 44503-1203 BUSINESS PHONE: 3307420500 8-K 1 c05770e8vk.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

Date of Report (Date of earliest event reported): September 8, 2010

UNITED COMMUNITY FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
         
OHIO   0-024399   34-1856319
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
275 West Federal Street, Youngstown, Ohio
  44503-1203
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (330) 742-0500
 
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:

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))

 
 

 

1


 

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

(b) Douglas M. McKay announced to the Board of Directors of United Community Financial Corp. and its wholly-owned subsidiary, The Home Savings and Loan Company of Youngstown, Ohio, that he has decided to retire from his positions as President and Chief Executive Officer of United Community and as a director of United Community and Home Savings effective December 31, 2010. Following his retirement, Mr. McKay will become a Director Emeritus of United Community.

To facilitate the transition of Board leadership, on September 1, 2010, the Board of Directors of United Community Financial Corp. accepted United Community’s Nominating and Governance Committee recommendation that Richard J. Schiraldi, a current director of United Community, be appointed the independent, non-executive Chairman of both the United Community and Home Savings Board of Directors, effective September 1, 2010.

(c) On September 1, 2010, the United Community Board approved the appointment of Patrick W. Bevack, 64 years old, as the President and Chief Executive Officer of United Community in addition to his current role as President and Chief Executive Officer of Home Savings. These appointments will be effective upon Mr. McKay’s retirement and receipt of applicable regulatory approvals.

Mr. Bevack was appointed President and Chief Executive Officer of Home Savings in March 2009. Prior to this, Mr. Bevack had served as President and Chief Operating Officer since January of 2007. From June 2003 through January 2007, Mr. Bevack was Executive Vice President, Chief Financial Officer and Treasurer of Home Savings. Mr. Bevack joined Home Savings in June 2000 and served as Senior Vice President of Mortgage Lending until June 2003. Prior to joining Home Savings, he was Executive Vice President, Chief Financial Officer and Assistant Secretary of Metropolitan Bank and Trust.

Mr. Bevack is a Director of United Community and Home Savings, is a CPA and serves on a number of not-for-profit boards. Shareholders elected Mr. Bevack to the United Community Board in April 2010, and the Nominating and Governance Committee and the Board believe that the attributes, skills and qualifications that Mr. Bevack has developed through over 34 years of service in the banking industry allow him to provide technical knowledge in all operational areas of banking (including administration, operations, audit, accounting and finance, marketing, retail banking and mortgage and commercial lending), and invaluable business and leadership experience to the Board and United Community.

 

2


 

A copy of the press release regarding the above appointments and retirements is attached hereto as Exhibit 99.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

     
Exhibit Number
  Description
 
   
99
  Press release dated September 8, 2010

 

3


 

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.

UNITED COMMUNITY FINANCIAL CORP.

     
  By: /s/Jude J. Nohra
    Jude J. Nohra, General Counsel & Secretary

Date: September 8, 2010

 

 

4

EX-99 2 c05770exv99.htm EXHIBIT 99 Exhibit 99

Exhibit 99

CONFIDENTIAL

     
Media Contact:   Investor Contact:
Susan E. Stricklin   James R. Reske
Vice President, Marketing   Chief Financial Officer
Home Savings 
  United Community Financial Corp.
(330) 742-0638   (330) 742-0592
sstricklin@homesavings.com   jreske@ucfconline.com
 
UNITED COMMUNITY FINANCIAL CORP.
ANNOUNCES LEADERSHIP TRANSITION 

    Douglas McKay to retire at end of year, assume new appointment as Director Emeritus

    Director Richard Schiraldi becomes independent, non-executive Chairman of the Board of United Community and Home Savings

    United Community Board selects Patrick Bevack to assume role of President and Chief Executive Officer of United Community following McKay retirement

YOUNGSTOWN, Ohio – September 8, 2010 – United Community Financial Corp. (Nasdaq: UCFC), holding company of The Home Savings and Loan Company, announced today that Douglas M. McKay will retire at the end of 2010 from his positions of President and Chief Executive Officer at United Community and from the boards of United Community and Home Savings. Following his retirement, he will become a Director Emeritus of United Community.

McKay, 62, is a prominent community leader in the Mahoning Valley and the great-grandson of James M. McKay, who founded Home Savings on January 15, 1889. He has been Chairman of the Board and Chief Executive Officer of United Community since its inception in 1998 and its President from 1998 to 2007 and again since April 2009. He also has served as Chairman of the Board of Home Savings since 1995 and previously served as its President from 1996 to 2000. He joined Home Savings in 1971.

To facilitate an orderly transition process, director Richard J. Schiraldi has been named independent, non-executive Chairman of both the United Community and Home Savings boards, effective September 1, 2010. In addition, the United Community Board has selected Patrick W. Bevack to assume the responsibilities of President and Chief Executive Officer of United Community in addition to his current role as President and Chief Executive Officer of Home Savings. Upon receipt of all applicable regulatory approvals, his appointment will become effective following McKay’s retirement. Bevack will remain a member of the United Community and Home Savings boards.

“United Community, Home Savings and the customers and communities we serve have benefited greatly from Doug McKay’s tireless efforts to build a solid organization through strong relationships and outstanding service,” said Bevack. “We thank him for his many contributions throughout his career to the bank, boards and communities we serve, and we are especially pleased that he will be working with us over the next several months to ensure a smooth transition.”

Bevack added, “Doug’s decision to retire provides an important opportunity for us to further strengthen our corporate governance practices by separating the roles of Chairman and Chief Executive Officer, and become an even more efficient organization. His willingness to become a Director Emeritus allows him to continue to provide advice and support to the United Community Board and enables us to maintain a close connection to the McKay family legacy that has existed since the Bank first opened its doors more than 120 years ago.”

Commenting on his decision to retire, McKay said, “I have spent my entire career, particularly since United Community was created twelve years ago, representing the interests of our shareholders, employees, customers and the communities we serve. I will continue to do the same both prior to, as well as after, my retirement.”

 

5


 

Since selling its registered broker dealer subsidiary in 2008 and its trust business in 2009, United Community has focused on providing a wide array of retail and business banking products and services through Home Savings, now its only subsidiary. Home Savings conducts business through 38 branch offices and six loan production offices in Ohio and western Pennsylvania, employing nearly 600 people.

Schiraldi is a CPA and has been a partner at Cohen & Company CPAs in Youngstown since 1990. He currently serves as Director of Strategic Development at the firm after serving as Director of Tax Operations at Cohen from 1983 until 2003. He has served on the United Community Board since 2002 and is a member of the Audit, Compensation, Compliance and Risk Management and Nominating and Governance Committees of the Board. He also serves as the Chairman of the Audit Committee.

Schiraldi is a Youngstown State University graduate and earned his law degree from the University of Akron. Besides his membership in the American and Ohio Bar associations, the American Institute of CPAs and the Ohio Society of CPAs, Schiraldi also is an active member on a number of local boards, such as the Youngstown Central Area Community Improvement Corporation, the Youngstown Business Incubator, the Western Reserve Port Authority, and the Northeast Ohio Council on Higher Education. He is also a former board member of the Mahoning Valley Historical Society and the Youngstown Symphony Society. He was honored in 2004 by the Youngstown Warren Regional Chamber as Business Advocate of the Year and in 2009 by YSU’s Williamson College of Business with the Outstanding Service Award.

Bevack, who joined Home Savings in 2000, became President and Chief Executive Officer in 2009. With over 30 years of experience in the financial services industry, Bevack previously held the positions of Chief Operating Officer, Executive Vice President, Chief Financial Officer and Senior Vice President of Mortgage Lending. Before joining Home Savings, Bevack served as Executive Vice President and Assistant Secretary at Metropolitan Bank & Trust. Earlier in his career, he held various executive positions with other regional financial institutions.

Bevack earned his Bachelor’s degree in accounting and his Master’s degree in finance from Cleveland State University. He is a member of Ohio’s Society of CPAs, American Institute of CPAs, Regional Chamber of Commerce and Greater Cleveland Mortgage Bankers Association. He also serves on the boards of the Youngstown/Warren Regional Chamber and Wick Neighbors, Inc.

“Pat has succeeded in various positions of increasing responsibility throughout his career at Home Savings,” said Schiraldi. “Based upon his proven leadership skills and expertise in all aspects of our core business, the Board is confident that he is the right person to carry out our long-range strategic plan.”

###

When used in this press release, the words or phrases “believes,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties, including changes in economic conditions in the Company’s market area, changes in policies by regulatory agencies, fluctuations in interest rates, demand for loans in the Company’s market area, and competition that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company advises readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements.

The Company does not undertake, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

 

6

-----END PRIVACY-ENHANCED MESSAGE-----