UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION
12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE
REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number001-37831
FSB BANCORP, INC.
(Exact name of registrant as specified in its charter)
c/o Evans Bancorp, Inc.
1 Grimsby Drive
Hamburg, NY 14075
(716)926-2000
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Common Stock, par value $0.01 per share
(Title of each class of securities covered by this Form)
None
(Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
| Rule 12g-4(a)(1) | ☒ | |
| Rule 12g-4(a)(2) | ☐ | |
| Rule 12h-3(b)(1)(i) | ☒ | |
| Rule 12h-3(b)(1)(ii) | ☐ | |
| Rule 15d-6 | ☐ | |
| Rule 15d-22(b) | ☐ |
Approximate number of holders of record as of the certification or notice date: 0*
*Effective as of May 1, 2020, pursuant to the terms of the Agreement and Plan of Reorganization, dated as of December 19, 2019, as amended March 5, 2020, by and among the FSB Bancorp, Inc. (“FSB”), MMS Merger Sub, Inc. (“Merger Sub”) and Evans Bancorp, Inc. (“Evans”), (i) Merger Sub merged with and into the Company, with the Company as the surviving corporation (the “Merger”), and (ii) immediately following the completion of the Merger, the Company merged with and into Evans, with Evans as the surviving corporation. Accordingly, as of the date hereof, there are no holders of record of common stock of FSB.
Pursuant to the requirements of the Securities Exchange Act of 1934, Evans Bancorp, Inc., as successor by merger to FSB Bancorp, Inc., has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
| EVANS BANCORP, INC. | ||||||||
| As successor by merger to FSB Bancorp, Inc. | ||||||||
| Date: May 11, 2020 | By: | /s/ David J. Nasca | ||||||
| Name: | David J. Nasca | |||||||
| Title: | President and Chief Executive Officer | |||||||
