form8-k.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): July 22, 2008
PATHFINDER
BANCORP, INC.
(Exact
name of Registrant as specified in its charter)
Commission File
Number
000-23601
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Federal
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16-1540137
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(State
or Other Jurisdiction of
Incorporation
or Organization)
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(I.R.S.
Employer Identification Number)
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214 West First Street,
Oswego, NY 13126
(Address
of Principal Executive Office) (Zip Code)
(315)
343-0057
(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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Section
8 – Other Events
Item
8.01 Other Events
On July
22, 2008, the Registrant announced the commencement of a stock repurchase
program. Under the repurchase program, the Registrant may purchase
45,000 shares, or five percent (5%) of the shares held by its public
shareholders. The Registrant is the majority owned subsidiary of
Pathfinder Bancorp, MHC. For further information, see the
Registrant’s press release attached as Exhibit 99 to this current report on Form
8-K.
Section
9 – Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits
EXHIBIT
99 PRESS
RELEASE DATED JULY 22, 2008
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, hereunto
duly authorized.
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Date: July
22, 2008
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By: /s/ Thomas W. Schneider
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Thomas W. Schneider
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President and Chief Executive
Officer
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CONTACT: Thomas
W. Schneider – President, CEO
James A. Dowd – Senior Vice President,
CFO
Telephone: (315)
343-0057
Pathfinder
Bancorp, Inc. Announces Stock Repurchase Program
Oswego,
New York, July 22, 2008 ………… Pathfinder Bancorp, Inc., the mid-tier holding
company of Pathfinder Bank, (NASDAQ SmallCap Market; symbol: PBHC, listing:
PathBcp) announced today that it is commencing a stock repurchase program to
acquire up to 45,000 shares of the Company’s common stock, which represents
approximately 5% of the publicly traded common stock outstanding.
Thomas W.
Schneider, President and Chief Executive Officer of the Company, stated that the
Board of Directors has authorized the repurchase program, which will expire in
six months. Mr. Schneider stated that the Board of Directors
considers the common stock to be an attractive investment, particularly in view
of the current price at which the common stock is trading relative to the
Company’s earnings per share and book value per share, market and economic
factors generally, as well as other factors.
According
to Mr. Schneider, the repurchases are authorized to be made by the Company from
time to time during the next six months as, in the opinion of management, market
conditions warrant. Any repurchased shares will be held as treasury
stock and will be available for general corporate purposes.
Pathfinder
Bancorp, Inc. is the mid-tier holding company of Pathfinder Bank, a New York
chartered savings bank headquartered in Oswego, New York. The Bank
has seven full service offices located in its market area consisting of Oswego
County. Presently, the only business conducted by Pathfinder Bancorp,
Inc. is the 100% ownership of Pathfinder Bank and Pathfinder Statutory Trust
I.
This
release may contain certain forward-looking statements, which are based on
management's current expectations regarding economic, legislative, and
regulatory issues that may impact the Company's earnings in future
periods. Factors that could cause future results to vary materially
from current management expectations include, but are not limited to, general
economic conditions, changes in interest rates, deposit flows, loan demand, real
estate values, and competition; changes in accounting principles, policies, or
guidelines; changes in legislation or regulation; and economic, competitive,
governmental, regulatory, and technological factors affecting the Company's
operations, pricing, products, and services.