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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) April 24, 1995
SOVEREIGN BANCORP, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 0-16533 23-2453088
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Ident. No.)
1130 Berkshire Boulevard, Wyomissing, Pennsylvania 19610
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (610) 320-8400
N/A
(Former name or former address, if changed since last report.)
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Item 6. Resignations of Registrant's Directors.
On April 24, 1995, Sovereign Bancorp, Inc. ("Sovereign")
announced that its Board of Directors had elected Richard E. Mohn
as Chairman of the Board to succeed Frederick J. Jaindl, who
unexpectedly resigned earlier that day as Chairman and as a
Director of Sovereign. Mr. Mohn has been a member of Sovereign's
Board of Directors since 1989 and has served as Chairman of
Sovereign Bank, a Federal Savings Bank, Sovereign's wholly-owned
subsidiary, since 1989. Mr. Jaindl and certain other directors
of Sovereign had been engaged in a policy dispute which resulted
in litigation by Sovereign in December 1993 against Mr. Jaindl
and certain other directors, which litigation was settled in
January 1994 upon execution of an agreement by and among all of
the then existing directors and Sovereign. Mr. Jaindl, in his
letter of resignation, cited differences of view between
Mr. Jaindl and other directors relating to Sovereign's
operations, policies and practices, including the "proper level
of tangible capital, interest rate sensitivity and use of
derivatives," and matters of corporate governance and strategic
direction, as reasons in support of his resignation. Sovereign's
Board has considered these differences and has determined
Mr. Jaindl's concerns to be without merit, and believes that
Mr. Jaindl's resignation is a residual result of the 1993
litigation.
The letter of resignation, dated April 24, 1995, of
Mr. Jaindl, is attached hereto as Exhibit 17.
The press release, dated April 24, of Mr. Jaindl, resigning
as Chairman of the Board and as a director of Sovereign, is
attached hereto as Exhibit 99.1.
The press release, dated April 24, 1995, of Sovereign,
regarding Mr. Jaindl's resignation and Mr. Mohn's election as
Chairman of the Board is attached hereto as Exhibit 99.2.
Item 7. Financial Statements and Exhibits.
(a) Exhibits.
The following exhibits are filed herewith:
17 Letter, dated April 24, 1995, from Frederick J.
Jaindl to the Board of Directors of Sovereign
Bancorp, Inc.
99.1 Press Release, dated April 24, 1995, of
Frederick J. Jaindl.
99.2 Press Release, dated April 24, 1995, of Sovereign
Bancorp, Inc.
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.
SOVEREIGN BANCORP, INC.
Dated: April 28, 1995
By /s/ Jay S. Sidhu
Jay S. Sidhu
President and Chief Executive
Officer
EXHIBIT INDEX
Page Number
In Manually
Signed
Exhibit Number Original
17 Letter, dated April 24, 1995,
of Frederick J. Jaindl to the
Board of Directors of Sovereign
Bancorp, Inc.
99.1 Press Release, dated April 24,
1995, of Frederick J. Jaindl.
99.2 Press Release, dated April 24,
1995, of Sovereign Bancorp, Inc.