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): December 23, 2020
ESSA Bancorp, Inc.
(Exact Name of Registrant as Specified in its Charter)
Pennsylvania
| 001-33384
| 20-8023072
|
| (State or Other Jurisdiction | (Commission File No.) | (I.R.S. Employer |
| of Incorporation) | | Identification No.) |
| | | |
| 200 Palmer Street, Stroudsburg, Pennsylvania | | 18360
|
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (570) 421-0531
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common
| ESSA
| The Nasdaq Stock Market LLC
|
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):
☐
| 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. |
(d) On December 23, 2020, ESSA Bancorp, Inc. (the “Company”) announced that it had increased the size of its Board of Directors to ten members and appointed Carolyn P. Stennett, Esq. and Dr. Tina Q. Richardson as directors. Mses. Stennett and Richardson were also appointed to the Board of Directors of ESSA Bank & Trust, the wholly owned subsidiary of the Company (the “Bank”). There have been no transactions since the beginning of the Company’s last fiscal year, nor any currently proposed transaction, between the Company (or the Bank) and either of Ms. Stennett or Ms. Richardson of a nature reportable pursuant to Section 404(a) of SEC Regulation S-K.
A copy of the press release dated December 23, 2020 announcing the appointment of Mses. Stennett and Richardson as directors is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
| (a) | Financial Statements of Businesses Acquired. Not applicable. |
| (b) | Pro Forma Financial Information. Not applicable. |
(c) (d)
| Shell Company Transactions. Not applicable. Exhibits. |
| Exhibit No. | Description |
| | |
| Press release issued by the Company on December 23, 2020 announcing the appointment of Mses. Stennett and Richardson as directors. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| | | ESSA BANCORP, INC. |
| | | |
| | | |
| DATE: December 24, 2020 | By:
| /s/ Gary S. Olson |
| | | Gary S. Olson, President and Chief Executive Officer |
| | |
|
