Attached files
| file | filename |
|---|---|
| EX-99.2 - SMITHTOWN BANCORP INC | v164470_ex99-2.htm |
| EX-99.1 - SMITHTOWN BANCORP INC | v164470_ex99-1.htm |
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) October 29, 2009
_________________
Smithtown
Bancorp, Inc.
(Exact
name of registrant as specified in its charter)
_________________
|
New
York
|
000-13314
|
11-2695037
|
|
(State
or other jurisdiction
|
(Commission
File Number)
|
(IRS
Employer
|
|
of
incorporation)
|
Identification
No.)
|
100
Motor Parkway, Suite 160, Hauppauge, New York 11788
(Address
of principal executive offices)
Registrant's telephone number,
including area code 631-360-9300
_________________
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 (see General Instruction A.2. below):
[ ]
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))
SMITHTOWN
BANCORP, INC.
INDEX
|
Item
5.03
|
Amendment
to Articles of Incorporation or ByLaws; Change in Fiscal
Year
|
|
Effective
October 29, 2009, the Board of Directors of Smithtown Bancorp, Inc.
adopted an amendment to the ByLaws of Smithtown Bancorp, Inc. effecting
the Audit Committee Charter and the Governance and Nominating Committee
Charter. Smithtown Bancorp, Inc. (the “Bancorp”) is a one-bank
holding company. Its banking subsidiary is Bank of
Smithtown. The Audit Committee of the Board of Directors of
Bank of Smithtown serves as the audit committee for the
Bancorp. The charter of the Audit Committee was amended to add
(i) that all members of the committee must also be “independent of
management” as such term is defined in pertinent legal and/or regulatory
standards, (ii) that the determination of whether a committee member is an
“independent director”, an “audit committee financial expert” and
“independent of management” shall be made annually by the Board of
Directors based upon the recommendations of the Governance and Nominating
Committee, and (iii) that if one or more employees of Bank of Smithtown is
performing the internal audit function, the employee(s) shall report to
the Audit Committee regarding audit matters and to the Chief Executive
Officer of the Bank regarding administrative matters. The
charter of the Governance and Nominating Committee of the Board of
Directors of the Bancorp was amended to include the responsibilities and
authorization of that committee to evaluate on an annual basis whether the
directors serving on the Audit Committee or who may serve on that
committee are outside directors and are independent of management and the
criteria for making those evaluations. The amendments were
adopted to comply with recent amendments to regulations of the Federal
Deposit Insurance Corporation.
|
|
|
Item
9.01
|
Financial
Statement and Exhibits
|
|
Exhibit
No.
|
Description
|
|
1
|
Charter of Audit Committee of Bank of Smithtown
amended as of October 29,
2009
|
|
2
|
Charter of Governance and Nominating Committee of
Smithtown Bancorp amended as of October 29,
2009
|
SIGNATURES
Pursuant to the requirements of Section
12 of the Securities Exchange Act of 1934, the registrant has duly caused this
current report to be signed on its behalf by the undersigned, thereto duly
authorized.
|
Dated:
October 29, 2009
|
Smithtown
Bancorp, Inc.
|
|
|
By:
|
/s/
Bradley E.
Rock
|
|
|
Name:
|
Bradley
E. Rock
|
|
|
Title:
|
Chairman,
President and
|
|
|
Chief
Executive Officer
|
||
SIGNATURES
Pursuant to the requirements of Section
12 of the Securities Exchange Act of 1934, the registrant has duly caused this
current report to be signed on its behalf by the undersigned, thereto duly
authorized.
|
Dated:
October 29, 2009
|
Smithtown
Bancorp, Inc.
|
|
|
By:
|
/s/
Bradley E.
Rock
|
|
|
Name:
|
Bradley
E. Rock
|
|
|
Title:
|
Chairman,
President and
|
|
|
Chief
Executive Officer
|
||