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
May 5, 2003
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(Date of earliest event reported)
Progress Financial Corporation
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(Exact name of registrant as specified in its charter)
Delaware 0-14815 23-2413363
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(State of other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identified No.)
4 Sentry Parkway, Suite 200, Blue Bell, Pennsylvania 19422-0764
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(Address of principal executive offices) (Zip Code)
(610)-825-8800
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name,former address and former fiscal year,if changed since last report)
Item 5. Other Events
On May 5, 2003 Progress Financial Corporation announced the dismissal
of the Litt Lawsuit. For further information see the press release attached as
Exhibit 99(a) and incorporated herein by reference.
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.
PROGRESS FINANCIAL CORPORATION
Dated: May 5, 2003 By: /s/ Michael B. High
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Michael B. High
Chief Operating Officer and
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Description
99(a) Press Release distributed May 5, 2003 announcing
dismissal of lawsuit.
Exhibit 99(a)
Press Release Announcing Dismissal of Lawsuit
FOR IMMEDIATE RELEASE Contacts:
May 5, 2003 Michael B. High, COO/CFO
610-941-4804
mhigh@progressbank.com
Dorothy Jaworski, Director of Investor Relations
484-322-4822
djaworski@progressbank.com
Progress Financial Corporation Announces Dismissal of Lawsuit
Blue Bell, Pa.-- Progress Financial Corporation (the "Company" - Nasdaq:
PFNC), announced today that it had received an opinion from the Delaware Court
of Chancery dismissing a purported derivative lawsuit in which Progress was a
nominal defendant entitled H. Allen Litt v. W. Kirk Wycoff, et al, C.A., No.,
19083. The lawsuit alleged that directors of Progress breached their fiduciary
duties to the company and its shareholders by conducting certain lending
activities, and engaging in certain compensation transactions, that the
plaintiffs claimed were inappropriate. The Court dismissed the complaint because
plaintiff failed to allege facts sufficient to raise a reasonable doubt that the
directors breached their fiduciary duties. The opinion was issued on March 28,
2003 with an appeal period of 30 days which has expired.
W. Kirk Wycoff, the President and Chief Executive Officer of Progress,
stated that he is pleased with the dismissal of the lawsuit.
Progress Financial Corporation is a unitary thrift holding company
headquartered in Blue Bell, Pa. The business of the Company consists primarily
of the operation of Progress Bank, which serves businesses and consumers through
twenty full service offices. The Company also offers financial planning
services, life insurance, group employee benefits and investments through
Progress Financial Resources Inc., headquartered in Philadelphia. In addition,
the Company receives fees for financial and operational management consulting
services for commercial clients through KMR Management Inc., located in Willow
Grove, Pa.
The Company's common stock is traded on The Nasdaq Stock Market under the
Symbol "PFNC."
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