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): May 21, 2002
(May 22, 2002)
TrustCo Bank Corp NY
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)
0-10592 14-1630287
------------------------------------ -----------------------------
(Commission File Number) (IRS Employer Identification No.)
5 Sarnowski Drive, Glenville, New York 12302
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (518) 377-3311
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TrustCo Bank Corp NY
Item 5. Other Events
Letter to Shareholders dated May 21, 2002 and Press Release
dated May 20, 2002, discussing results of the Annual Meeting
held May 20, 2002. Attached is a copy of the Press Release
labeled as Exhibit 99(a), and Letter to Shareholders, labeled
as Exhibit 99(b). Also, on May 21, 2002, TrustCo Bank Corp NY
("TrustCo") issued a Press Release declaring a cash dividend
of $0.15 per share, payable July 1, 2002. Attached is a copy
of the Press Release labeled as Exhibit 99(c).
Item 7 (c) Exhibits
Reg S-K Exhibit No. Description
99(a) Press Release of May 20, 2002,
discussing results of the Annual
Meeting held on May 20, 2002.
99(b) Letter to Shareholders dated
May 21, 2002, discussing results
of the Annual Meeting held on May
20, 2002.
99(c) Press Release of May 21, 2002,
declaring a cash dividend of $0.15
payable on July 1, 2002 to
shareholders of record June 7, 2002.
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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 thereunto duly authorized.
Dated: May 22, 2002
TrustCo Bank Corp NY
(Registrant)
By:/s/ Robert T. Cushing
------------------------
Robert T. Cushing
Vice President and
Chief Financial Officer
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Exhibits Index
The following exhibits are filed herewith:
Reg S-K Exhibit Description Page
- ------------------ ------------------------------ --------
99(a) Press Release dated May 20, 2002 5
discussing results of the Annual Meeting
held on May 20, 2002.
99(b) Letter to Shareholders dated May 21, 2002 6
discussing results of the Annual Meeting
held on May 20, 2002.
99(c) Press Release dated May 21, 2002, declaring 7
a quarterly cash dividend of $0.15 per share,
payable July 1, 2002, to the shareholders
of record at the close of business on June 7,
2002.
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Exhibit 99(a)
TRUSTCO
Bank Corp NY News Release
- -----------------------------------------------------------------
5 Sarnowski Drive, Glenville, New York, 12302
(518) 377-3311 Fax: (518) 381-3668
Subsidiaries: Trustco Bank NASDAQ - TRST
Trustco Savings Bank
Contact: Robert L. Leonard
Vice President
518-381-3693
FOR IMMEDIATE RELEASE:
TRUSTCO BANK CORP NY ANNUAL MEETING:
ANOTHER RECORD YEAR FOR THE COMPANY
Glenville, New York, May 20, 2002 - Shareholders of TrustCo Bank Corp NY elected
three members to the Board of Directors at the Company's annual meeting held
today. Directors Robert. T. Cushing, Richard J. Murray, Jr., and William D.
Powers were elected to three-year terms, each by an overwhelming majority of the
shareholders.
KPMG LLP's appointment as independent auditors for the Company in 2002 was
overwhelmingly ratified.
In his remarks to the gathering of several hundred shareholders, Chairman,
President, and CEO Robert A. McCormick stated that "2001 was another good year
at TrustCo." He projected earnings of $48 million for the current year.
Referring to the equity capital provided by shareholders, Mr. McCormick said,
"Management should be measured on the basis of how successfully it employs that
equity. TrustCo has historically provided returns on equity in excess of its
peer group, and our expectation of a 26% return on equity for 2002 will stand
out in any market. We anticipate continuing as the Capital Region's leader in
the efficient delivery of banking services. Our efficiency level, at
approximately 37%, is world-class, and the best in our marketplace by far."
TrustCo Bank Corp NY is a $2.7 billion bank holding company, and through its
subsidiaries, Trustco Bank, National Association and Trustco Savings Bank,
operates 58 bank offices in Albany, Columbia, Greene, Rensselaer, Saratoga,
Schenectady, Schoharie, Warren, Washington, and Westchester counties in New
York, and Bennington, Vermont. In addition, the bank operates a full service
Trust Department with $1.19 billion of assets under management. The common
shares of TrustCo are traded on the Nasdaq National Market tier of the Nasdaq
Stock Market under the symbol TRST.
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Exhibit 99(b)
TRUSTCO
Bank Corp NY News Release
- -----------------------------------------------------------------
5 Sarnowski Drive, Glenville, New York, 12302 Robert A. McCormick
(518) 377-3311 Fax: (518) 381-3668 President and
Chief Executive Officer
Subsidiaries: Trustco Bank, NA
Trustco Savings
May 21, 2002
TO OUR SHAREHOLDERS:
I would like to report to you the results of our Annual Meeting held May 20,
2002. The TrustCo shareholders were asked to vote on two proposals this year.
Both proposals were approved by an overwhelming majority of the shareholders.
The first proposal dealt with the election of three directors. All three were
elected and include:
Robert T. Cushing, Senior Vice President and Chief Financial Officer,
Trustco Bank, N.A.
Richard J. Murray, Jr., Chief Executive Officer. R. J. Murray Co., Inc.
William D. Powers, Partner, Powers, Crane & Co., LLC
The second proposal was the ratification of the appointment of KPMG LLP as the
independent auditors for TrustCo for 2002.
We thank all the shareholders who returned their proxies. Your support and
confidence are greatly appreciated.
I would also like to report that today the Board of Directors declared a regular
quarterly dividend of $0.15 per share. The dividend is payable July 1, 2002 to
shareholders of record at the close of business on June 7, 2002.
Thank you for the confidence you have placed in TrustCo.
Sincerely,
/s/ Robert A. McCormick
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Exhibit 99(c)
TRUSTCO
Bank Corp NY News Release
- -----------------------------------------------------------------
5 Sarnowski Drive, Glenville, New York, 12302
(518) 377-3311 Fax: (518) 381-3668
Subsidiaries: Trustco Bank NASDAQ - TRST
Trustco Savings Bank
Contact: Robert M. Leonard
Vice President
518-381-3693
FOR IMMEDIATE RELEASE:
TRUSTCO DECLARES CASH DIVIDEND
Glenville, New York - May 21, 2002. On May 21, 2002, the Board of Directors of
the Company declared a quarterly dividend of $0.15 per share, payable July 1,
2002, to the shareholders of record at the close of business on June 7, 2002.
TrustCo is a $2.7 billion bank holding company and through its subsidiaries
Trustco Bank, National Association and Trustco Savings Bank operates 58 bank
offices in Albany, Columbia, Greene, Montgomery, Rensselaer, Saratoga,
Schenectady, Schoharie, Warren, Washington, and Westchester counties in New
York, and Bennington, Vermont. In addition, Trustco Bank operates a full service
Trust Department with $1.19 billion in assets under management. The common
shares of TrustCo are traded on the Nasdaq National Market tier of the Nasdaq
Stock Market under the symbol TRST.
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