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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 19, 2009
CENTRAL BANCORP, INC.
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(Exact Name Of Registrant As Specified In Charter)
MASSACHUSETTS 0-25251 04-3447594
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(State Or Other Jurisdiction (Commission (IRS Employer
Of Incorporation) File Number) Identification No.)
399 HIGHLAND AVENUE, SOMERVILLE, MASSACHUSETTS 02144
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(Address Of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (617) 628-4000
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NOT APPLICABLE
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(Former Name Or Former Address, If Changed Since Last Report)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] 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))
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ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
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APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
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CERTAIN OFFICERS.
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(c) On February 19, 2009, the Board of Directors of Central Bancorp, Inc.
(the "Company") and its wholly owned subsidiary, Central Co-operative Bank (the
"Bank"), appointed William P. Morrissey as President of the Company and the
Bank. John D. Doherty, the former President of the Company and the Bank, will
continue in his role as Chief Executive Officer and Chairman of the Board of
Directors of the Company and the Bank following Mr. Morrissey's appointment.
Mr. Morrissey, age 81, joined the Bank in November 1992 and was promoted
to the position of Executive Vice President and Chief Operating Officer of the
Bank in April 2005. Until his promotion, he served as the Bank's Senior Vice
President for Corporate Affairs. Mr. Morrissey is a former Chairman and member
of the Board of Directors of the Federal Home Loan Bank of Boston. Prior to
1992, Mr. Morrissey served as Executive Vice President for Corporate Affairs at
The Boston Five Cents Savings Bank and as Deputy Commissioner of Banks for the
Commonwealth of Massachusetts.
(d) In connection with his appointment as President, William P. Morrissey
was also elected to the Board of Directors of the Company and the Bank on
February 19, 2009. Mr. Morrissey will serve in the class of directors whose
terms expire at the Company's 2009 annual meeting of stockholders. It is not
anticipated that Mr. Morrissey will serve on any committees of the Company's or
the Bank's Board of Directors. Mr. Morrissey was not selected as a director
pursuant to any arrangements or understandings between Mr. Morrissey, the
Company, the Bank or any other person. In addition, there are no material or
related party transactions between Mr. Morrissey and the Company, the Bank or
any other person.
Mr. Morrissey is the father of John J. Morrissey, who also serves as a
director of the Company and the Bank.
A copy of the Company's press release announcing Mr. Morrissey's
appointment as President and election to the Board of Directors, dated February
19, 2009, is attached to this Report as Exhibit 99.1 and is incorporated herein
by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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(d) Exhibits
Number Description
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99.1 Press Release dated February 19, 2009
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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 hereunto duly authorized.
CENTRAL BANCORP, INC.
Date: February 19, 2009 By: /s/ John D. Doherty
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John D. Doherty
Chairman and Chief Executive Officer