-----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, ITBmMZfugghUptTZriIdnKamaxlrTNrumMwLigv3v8obnwKVYbAj4Q0Bp6Ywktkx rjoLLXaldq+nuyW1/QLUXg== 0000950124-04-002484.txt : 20040520 0000950124-04-002484.hdr.sgml : 20040520 20040519184144 ACCESSION NUMBER: 0000950124-04-002484 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040519 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LNB BANCORP INC CENTRAL INDEX KEY: 0000737210 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 341406303 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13203 FILM NUMBER: 04819769 BUSINESS ADDRESS: STREET 1: 457 BROADWAY CITY: LORAIN STATE: OH ZIP: 44052-1769 BUSINESS PHONE: 800-860-1007 8-K 1 k85718e8vk.txt CURRENT REPORT, DATED MAY 19, 2004 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 19, 2004 ------------------------------- LNB Bancorp, Inc. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Ohio 000-13203 34-1406303 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 457 Broadway, Lorain, Ohio 44052-1769 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including Area Code (440) 244-6000 ----------------------------- Not Applicable - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 9. REGULATION FD DISCLOSURE On June 7, 2002, LNB Bancorp, Inc (the "Company") disclosed that the Securities and Exchange Commission was conducting an informal inquiry of the Company's purchases of its common shares during the period of January 2000 to July 2001. On May 19, 2004, a settlement of a civil action against the Company, was filed by the Securities and Exchange Commission in the United States District Court for the Northern District of Ohio. The government's Complaint alleged that the Company manipulated the price of the Company's common stock, which is listed on the Nasdaq National Market, by purchasing stock for retirement plans of Lorain National Bank, a wholly-owned subsidiary of the Company at or near the close of the trading day. Named in the Complaint were the Company, then Company officers Thomas Ryan and Gary Smith, both of whom have retired, and Gerald S. Falcon and Thomas Eschke who are officers of Lorain National Bank. Pursuant to the terms of settlement, the Company voluntarily consented, without admitting or denying any of the substantive allegations contained in the Complaint, to the entry of a Final Order of permanent injunction enjoining it from violating Section 10(b) of the Securities and Exchange Act of 1934 and Rule 10b-5. Pursuant to the terms of settlement, the Company consented to pay a civil penalty in an amount totaling $100,000. This amount was sufficiently accrued in 2002 and this fine will not materially impact future financial results of the Company. In the same action, without admitting or denying any of the substantive allegations contained in the Complaint, former Company officers Thomas Ryan and Gary Smith, and Lorain National Bank officers Gerald S. Falcon and Thomas Eschke voluntarily consented to the entry of a Final Order of permanent injunction enjoining them from violating Section 10(b) of the Securities and Exchange Act of 1934 and Rule 10b-5. Thomas Ryan consented to a fine of $100,000, and has voluntarily consented to be barred from serving as an officer or Board member of any public company. Gary Smith, Gerald S. Falcon, and Thomas Eschke voluntarily consented to fines of $50,000, $25,000, and $10,000, respectively. SIGNATURE 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. Dated: May 19, 2004 LNB Bancorp, Inc. By: /s/ Terry M. White ----------------------------------- Terry M. White Executive Vice President & CFO -----END PRIVACY-ENHANCED MESSAGE-----