-----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, WMs3Sm2LB7ZaGx9T0gLCWDFs+5WATUQoEtV889WtZAcKsT9PFs3PZDSIQEDa2Azq ZdNQbjO5DziDiVwGVCsUsA== 0000950152-05-008667.txt : 20051102 0000950152-05-008667.hdr.sgml : 20051102 20051102170817 ACCESSION NUMBER: 0000950152-05-008667 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051101 ITEM INFORMATION: Temporary Suspension of Trading Under Registrant's Employee Benefit Plans ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051102 DATE AS OF CHANGE: 20051102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CSB BANCORP INC /OH CENTRAL INDEX KEY: 0000880417 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 341687530 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21714 FILM NUMBER: 051174023 BUSINESS ADDRESS: STREET 1: 6 W JACKSON ST STREET 2: P O BOX 232 CITY: MILLERSBURG STATE: OH ZIP: 44654 BUSINESS PHONE: 3306749015 MAIL ADDRESS: STREET 1: 6 WEST JACKSON STREET CITY: MILLERSBURG STATE: OH ZIP: 44654 8-K 1 l16842ae8vk.htm CSB BANCORP, INC. FORM 8-K CSB Bancorp, Inc. 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) November 1, 2005
CSB Bancorp, Inc.
(Exact name of registrant as specified in its charter)
         
Ohio   0-21714   34-1687530
 
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification Number)
     
6 West Jackson Street, P.O. Box 232,    
Millersburg, Ohio   44654
 
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code (330) 674-9015
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 communication 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 240.14d-2(b))
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))
 
 

 


 

CSB Bancorp, Inc.
Item 5.04. Temporary Suspension of Trading Under Registrant’s Employee Benefit Plan.
     This Current Report discloses a blackout period being imposed on directors and executive officers of CSB Bancorp, Inc. (the “Company”) pursuant to Section 306(a) of Sarbanes-Oxley.
     The blackout period is imposed in connection with transitioning the record keeping services for (i) The Profit Sharing and 401(k) Savings Retirement Plan and Trust of The Commercial & Savings Bank of Millersburg, a wholly-owned subsidiary of the Company. The period is expected to begin on November 14, 2005 and end on December 30, 2005. On November 1, 2005, the Company sent a notice to its directors and executive officers informing them of the blackout period dates. Affected directors and executive officers of the Company will be prohibited from directly or indirectly acquiring, disposing of or transferring any equity securities of the Company acquired by them in connection with their service and/or employment with the Company in such capacities, during the blackout period. The notice was sent to ensure compliance with Section 306(a) of the Sarbanes-Oxley Act of 2002.
     A copy of the notice is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements, Pro Forma Financial Statements and Exhibits.
(c) Exhibits: 99.1 Notice of Imposition of Blackout Period Pursuant to Section 306 of the Sarbanes-Oxley Act of 2002 dated November 1, 2005.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf by the undersigned thereunto duly authorized.
         
  CSB BANCORP, INC.
 
 
  By:   /s/ John J. Limbert    
Date: November 1, 2005    President and Chief Executive Officer   
       

 

EX-99.1 2 l16842aexv99w1.htm EX-99.1 NOTICE OF IMPOSITION OF BLACKOUT PERIOD EX-99.1 Notice of Imposition of Blackout Period
 

         
Exhibit 99.1
November 1, 2005
Notice of Imposition of Blackout Period Pursuant to Section 306 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”)
     Over the next few weeks, CSB Bancorp, Inc. (the “Company”) will be transitioning the record keeping services in its qualified profit sharing and 401(k) plan (the “Plan”) from American Pension Benefits Inc. to Retirement Direct, LLC. As a result of this change, participants in the Plan temporarily will be unable to change the rate of future contributions, transfer rollover contributions into the Plan and obtain a withdrawal or distribution from the Plan. This period, during which participants in the Plan will be unable to exercise these rights otherwise available under the Plan, is called a “blackout period”. The blackout period for the Plans is expected to begin on 11/14/2005, and end on 12/30/2005. During this period, you can determine whether the blackout period has started or ended by contacting Ms. Paula J. Meiler, Senior Vice President and Chief Financial Officer, by telephone at 330-763-2873, by mail at 91 North Clay Street, Millersburg, Ohio 44654 or by e-mail at paula.meiler@csb1.com.
     Section 306(a) of Sarbanes-Oxley requires that, during the blackout period, all executive officers and directors of the Company be prohibited from trading in all Company equity securities acquired by them in connection with their service and/or employment with the Company in such capacities (“Service Securities”). As a result, during the blackout period, you will not be able to directly or indirectly, acquire, dispose of or transfer any Service Securities, subject to certain limited exceptions. To determine whether an exception applies to a transaction by you in Service Securities, you must contact John J. Limbert at 330-763-2850 or Paula J. Meiler at 330-763-2873 (the “Designated Company Officers”).
     Please note that only your Service Securities will be affected by this blackout period. You will remain able to acquire, dispose of or transfer any Company equity securities that do not qualify as Service Securities to the extent that you are not prohibited from doing so under any Company policy. Prior to effecting any acquisition, disposition or transfer of Company equity securities during the blackout period, you should confirm with one of the Designated Company Officers that such transaction is permissible. If you have any questions concerning this notice, you should contact the Designated Company Officers.
     
CSB Bancorp, Inc.
By:
  /s/ John J. Limbert
 
   
Name:
  John J. Limbert
Title:
  President and Chief Executive Officer

 

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