UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Exchange Act of 1934 (Amendment No. )
Filed by the Registrantþ
Filed by a Party other than the Registranto
Filed by a Party other than the Registranto
Check the appropriate box:
| o | Preliminary Proxy Statement | |
| o | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| o | Definitive Proxy Statement | |
| o | Definitive Additional Materials | |
| þ | Soliciting Material Pursuant to §240.14a-12 |
CFS BANCORP, INC.
Payment of Filing Fee (Check the appropriate box):
| þ | No fee required. | |
| o | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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| o | Fee paid previously with preliminary materials. | |
| o | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
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| (4) | Date Filed: | ||
On February 4, 2010, CFS Bancorp, Inc. mailed a letter to its shareholders. A copy of this letter is set forth below as part of this filing.
[CFS Bancorp, Inc. letterhead omitted]
February 4, 2010
RE: Think Blue
Dear Fellow Shareholders:
Special Notice: This year, the Company’sPROXY CARDfor our 2010 Annual Meeting of Shareholders will beBLUE.
We thought it best to write to you in advance and let you know that this year’s Annual Meeting of Shareholders will most likely have a different aspect to it. In addition to the proxy materials that you will receive from the Company, you may receive a proxy statement and proxy card (which will be in a color other than blue) from a shareholder or a group of related shareholders who will likely ask you to sign and return the proxy card that you receive from them, which will give them the authority to vote your shares of CFS stock at the Annual Meeting in accordance with their recommendations.
Among items to be voted on at the Annual Meeting, our shareholders will be asked to elect two directors to our Board.
We respect the views and welcome the opinions of all CFS shareholders, and we are confident that your Board of Directors has acted, and will continue to act, in the best interests of all of our shareholders. Your Board of Directors recommends that youcarefully reviewour proxy materials when you receive them. The Board respectfully requests that you sign, date and mail theBLUE PROXY CARDwhich will accompany our proxy materials.
For those of our shareholders who hold their shares of CFS stock through a broker, bank or other party, you will receive the CFS proxy materials along with a Voting Information Form (VIF) instead of a proxy card. We request that you sign and return the Voting Information Form that has the names of the Board’s nominees on it.
Your Board of Directors remains confident that our Strategic Growth and Diversification Plan, strong leadership and client relationships will deliver superior value to our shareholders. Your Board is firmly committed to enhancing value for all CFS shareholders.
We strongly urge all shareholders NOT to take any action in response to any other proxy materials until you receive our definitive proxy materials and have had a chance to review them.
We appreciate your continued support.
Best regards,
| Gregory W. Blaine Lead Independent Director | Gene Diamond Director | Frank D. Lester Director | ||||||
| Robert R. Ross Director | Joyce M. Simon Director | |||||||
| Thomas F. Prisby, Director Chairman of the Board and Chief Executive Officer | Daryl D. Pomranke President and Chief Operating Officer | Charles V. Cole Executive Vice President and Chief Financial Officer | ||||||
IMPORTANT INFORMATION
The Company will file a proxy statement with the Securities and Exchange Commission (SEC) in connection with the solicitation by the Board of Directors of proxies to be voted in favor of its director nominees at the Company’s 2010 Annual Meeting of Shareholders.Shareholders are strongly encouraged to read the definitive proxy statement and accompanying BLUE PROXY CARD when these become available because these will contain important information.Shareholders will be able to obtain for free the proxy statement (when available) and all other relevant documents filed by the Company with the SEC at the SEC’s internet website at www.sec.gov. Copies of the proxy statement (when available) and all other relevant documents filed by the Company with the SEC may also be obtained free from the Company by calling or writing to Monica F. Sullivan, Vice President/Corporate Secretary of the Company at (219) 836-2960 or at 707 Ridge Road, Munster, Indiana 46321.
INFORMATION REGARDING PARTICIPANTS
The Company, its directors and certain officers and employees may be deemed to be participants in the solicitation of proxies by the Board of Directors in connection with the matters to be considered at the 2010 Annual Meeting of Shareholders.Information regarding the participants and their interests will be included in the Company’s definitive proxy statement relating to the 2010 Annual Meeting of Shareholders.