UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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CORNERSTONE BANCORP
Incorporated under the | Commission File No. 000-51950 | I.R.S. Employer |
laws of South Carolina | Identification No. | |
57-1077978 |
1670 East Main Street
Easley, South Carolina 29640
Telephone: (864) 306-1444
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 communications 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 240.14a-12) |
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)) |
Section 3 – Securities and Trading Markets |
Item 3.02 | Unregistered Sales of Equity Securities |
The Registrant sold 210 shares of its newly authorized 8% Cumulative Perpetual Preferred Stock, Series A, on September 14, 2010, for an aggregate offering price of $210,000. The sale of shares has not been registered under the Securities Act of 1933 in reliance on the exemption provided by Section 4(2) of the Act and 17 C.F.R. Section 230.506 thereunder, on the grounds that no public offering is involved because the shares are being offered only to accredited investors (as defined in 17 C.F.R. Section 230.501(a)) and to not more than 35 investors who are not accredited.
Section 5 – Corporate Governance and Management |
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year |
At a meeting held September 14, 2010, the Company’s Board of Directors adopted amendments to Sections 1 and 3 of Article VII of the Company’s Bylaws to permit the Company to issue uncertificated securities.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description
3.2 Registrant’s Bylaws, as amended September 14, 2010
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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.
CORNERSTONE BANCORP | ||
(Registrant) | ||
Date: September 14, 2010 | By: | /s/ J. Rodger Anthony |
J. Rodger Anthony | ||
President and Chief Executive Officer |
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