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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): October 1, 2009
PVF Capital Corp.
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(Exact Name of Registrant as Specified in Charter)
Ohio 0-24948 34-1659805
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(State or Other Jurisdiction Commission File Number (I.R.S. Employer
of Incorporation) Identification No.)
30000 Aurora Road, Solon, Ohio 44139
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (440) 248-7171
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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 ARRANGEMENT OF CERTAIN
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OFFICERS
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(d) On October 1, 2009, Robert J. King, Jr., President and Chief Executive
Officer of PVF Capital Corp. (the "Company") and the Company's wholly owned
subsidiary, Park View Federal Savings Bank (the "Bank") was appointed as a
director of the Company and the Bank.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
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YEAR
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(a) On October 1, 2009, the Company's Board of Directors approved an amendment
to Section 2 of Article I of the Company's Bylaws to increase the membership of
the Board of Directors from ten members to 11 members. For more information,
reference is made to the text of the amendment, a copy of which is attached as
Exhibit 3.2 and incorporated herein by reference.
ITEM 8.01 OTHER EVENTS
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On October 1, 2009, the Company issued an announcement required by Nasdaq
Marketplace Rule 5250(b)(2), which requires disclosure of the receipt of an
audit opinion containing a going concern qualification. As previously noted in
the Company's Annual Report on Form 10-K for the year ended June 30, 2009 (the
"Form 10-K"), the Company's audited financial statements included in the Form
10-K contained a going concern qualification from the Company's independent
registered public accounting firm. This announcement does not represent any
change or amendment to the Company's financial statements or to the Form 10-K.
For more information, see the Company's press release, dated October 1, 2009, a
copy of which is attached as Exhibit 99.1 to this report and incorporated herein
by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
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(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) The following exhibits are filed herewith:
Exhibit 3.2 Amendment to Bylaws of PVF Capital Corp.
Exhibit 99.1 Press release dated October 1, 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.
PVF CAPITAL CORP.
Dated: October 5, 2009 By: /s/ Jeffrey N. Male
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Jeffrey N. Male
Vice President