SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 1996 PENFED BANCORP, INC. - ----------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-25750 61-1275478 - ------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 215 Shelby Falmouth, Kentucky 41040-1238 - ------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (606) 654-6961 -------------- Not Applicable - ------------------------------------------------------------------ (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS. On August 14, 1996 the Registrant announced that it had approved the establishment of a grantor trust that would commence purchasing up to 10% of the Registrant's outstanding common stock, or approximately 34,500 shares, over a twelve month period. The Registrant's press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. Exhibit 99.1 Press Release dated August 14, 1996 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. PENFED BANCORP, INC. By: /s/ David C. Wills ---------------------------- David C. Wills President & Chief Operating Officer Date: September 4, 1996