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 25, 2009 |
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| | NATIONAL PENN BANCSHARES, INC. |
| | (Exact Name of Registrant as Specified in Charter) |
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| | Pennsylvania |
| | (State or Other Jurisdiction of Incorporation) |
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| | | 000-22537-01 | | 23-2215075 | |
| | | (Commission File Number) | | (IRS Employer Identification No.) | |
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| | | Philadelphia and Reading Avenues Boyertown, PA | | 19512 | |
| | | (Address of Principal Executive Offices) | | (Zip Code) | |
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| | Registrant’s telephone number, including area code: (800) 822-3321 |
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| | N/A |
| | (Former Name or Former Address, if Changed Since Last Report) |
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| | | 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(b) under the Exchange Act (17 CFR 240.14a-12(b)) | | |
| [ ] | 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)) | | |
Section 5 – Corporate Governance and Management
Item 5.03. Amendments to Articles of Incorporation and Bylaws; Change in Fiscal Year.
On February 25, 2009, the Board of Directors of National Penn Bancshares, Inc., based upon the recommendation of its Nominating/Corporate Governance Committee, approved an amendment to the Bylaws of National Penn Bancshares, Inc., effective immediately. This amendment expands the information required to be supplied by a shareholder who seeks to nominate a director or present a proposal for action at an annual shareholders’ meeting.
The foregoing description of the Amended and Restated Bylaws of National Penn Bancshares, Inc. does not purport to be complete and is qualified in its entirety by the text of the Amended and Restated Bylaws themselves, which are filed in this Report as Exhibit 3.1 and incorporated herein by reference.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
ExhibitNumber | | Description |
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| 3.1 | | Amended and Restated Bylaws of National Penn Bancshares, Inc. |
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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.
| | NATIONAL PENN BANCSHARES, INC. |
| | |
Date: | February 25, 2009 | | By: | /s/ Glenn E. Moyer |
| | | | Name: | Glenn E. Moyer |
| | | | Title: | President and CEO |
EXHIBIT INDEX
Exhibit Number | Description |
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3.1 | Amended and Restated Bylaws of National Penn Bancshares, Inc. |
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