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) February 20, 2009
CMS Bancorp Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-33322 | | 20-8137247 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
| 123 Main Street, Suite 750 White Plains, New York | | 10601 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (914) 422-2700
(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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On February 20, 2009, CMS Bancorp, Inc. (the “Registrant”), filed a Certificate of Amendment with the Delaware Secretary of State to amend the Registrant’s Certificate of Incorporation. The amendment, which became effective upon filing, reduces the number of authorized shares of the Company’s common stock from 14,000,000 to 7,000,000. The Certificate of Amendment to the Company’s Certificate of Incorporation is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| | |
Exhibit 3.1. | | Certificate of Amendment to Certificate of Incorporation filed with the Delaware Secretary of State on February 20, 2009. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | CMS Bancorp Inc. |
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| Date: February 23, 2009 | | By: | | /s/ Stephen Dowd |
| | | | Stephen Dowd |
| | | | Senior Vice President and Chief Financial Officer |
