UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
(Amendment No. 1)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CMS Bancorp, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 20-8137247 | |
| (State of incorporation or organization) | (I.R.S. Employer Identification No.) |
123 Main Street, Suite 750
White Plains, NY 10601
(Address of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so registered | Name of each exchange on which each class is to be registered | |
| Common Stock, par value $0.01 per share | The NASDAQ Stock Market LLC |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box x.
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box ¨.
Securities Act registration statement file number to which this form relates:333-139176
Securities to be registered pursuant to Section 12(g) of the Act: None.
Note: This Amendment No. 1 is being filed solely to amend the name of the exchange on which the securities are to be registered pursuant to Section 12(b) of the Act from “Nasdaq Capital Market” to “The NASDAQ Stock Market LLC.”
| Item 1. | Description of Registrant’s Securities to be Registered. |
CMS Bancorp, Inc. (the “Registrant”) hereby incorporates by reference the description of its securities to be registered hereunder contained under the heading “Description Of Capital Stock Of CMS Bancorp” in Registrant’s Registration Statement on Form SB-2 (Registration No. 333-139176), as originally filed with the Securities and Exchange Commission (the “Commission”) on December 7, 2006, and all amendments thereto (the “Registration Statement”), and in the prospectus included in the Registration Statement to be filed separately by Registrant with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended.
| Item 2. | Exhibits. |
The following Exhibits are incorporated herein by reference:
| 2.1 | Amended and Restated Plan of Conversion and Stock Issuance of Community Mutual Savings Bank.* | |
| 3.1 | Certificate of Incorporation of CMS Bancorp, Inc.* | |
| 3.2 | Bylaws of CMS Bancorp, Inc.* | |
| 4.1 | Form of Stock Certificate of CMS Bancorp, Inc.* | |
| * | Incorporated by reference to the Registration Statement on Form SB-2 of the Registrant (No. 333-139176) filed with the Commission on December 7, 2006, as amended. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| CMS Bancorp, Inc. | ||
| By: | /s/ Stephen Dowd | |
Stephen Dowd Senior Vice President and Chief Financial Officer | ||
Dated: March 30, 2007
