UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
December 17, 2007
DELAWARE
(STATE OR OTHER
JURISDICTION OF INCORPORATION)
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1-13007 |
13-3904174 |
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(COMMISSION FILE NUMBER) |
(I.R.S. EMPLOYER IDENTIFICATION NO.) |
75 West 125th Street
New York, NY 10027-4512
(ADDRESS OF
PRINCIPAL EXECUTIVE OFFICES)
(718) 230-2900
(REGISTRANT’S
TELEPHONE NUMBER, INCLUDING AREA CODE)
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):
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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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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On December 17, 2007, the Board of Directors of Carver Bancorp, Inc. (the “Company”) approved amendments to certain provisions of Article III of the Company’s Amended and Restated Bylaws to allow for the issuance and transfer of uncertified shares of stock. These amendments were approved in connection with NASDAQ’s Direct Registration Program which requires that all companies listed with NASDAQ permit an investor’s ownership to be recorded and maintained on the books of an issuer or the transfer agent without the issuance of a physical stock certificate.
The foregoing description is qualified in its entirety by reference to the Second Amended and Restated Bylaws of the Company, a copy of which is attached hereto and incorporated herein as Exhibit 3.2 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is filed as part of this report:
3.2 Second Amended and Restated Bylaws of the Company
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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.
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CARVER BANCORP, INC. |
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Date: December 19, 2007 |
By: |
/s/ Roy Swan |
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Roy Swan |
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Executive Vice President and |
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Chief Financial Officer |