=============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 of the Securities Exchange Act of 1934 For the fiscal year ended September 30, 1996 Commission file number 0-22826 FIDELITY BANCORP, INC. (Exact name of registrant as specified in its charter) Delaware 36-3915246 (State of incorporation) (I.R.S. Employer Identification No.) 5455 West Belmont Avenue, Chicago, Illinois 60641 (Address of principal executive offices) Telephone (773) 736 - 4414 Securities registered pursuant to Section 12 (b) of the Act: None Securities registered pursuant to Section 12 (g) of the Act: Common Stock, par value $.01 (Title of class) The registrant (1) has filed all reports required to be filed by Section 13 or 15 (D) of the Securities Exchange Act of 1934 during the preceding twelve months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No . Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this form 10-K. [ X ] The aggregate market value of the voting stock held by non-affiliates of the registrant, i.e., persons other than directors and executive officers of the registrant is $41,990,830 and is based upon the last sales price as quoted on Nasdaq Stock Market for November 27, 1996. The Registrant has 2,784,075 shares of common stock outstanding as of November 27, 1996 DOCUMENTS INCORPORATED BY REFERENCE Portions of the Proxy Statement for the 1997 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K. =============================================================================== SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. FIDELITY BANCORP, INC. By: /s/ Raymond S. Stolarczyk ------------------------- Raymond S. Stolarczyk Date: December 11, 1996 Chairman of the Board and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated: Name Title Date /s/ Raymond S. Stolarczyk Chairman and Chief Executive December 11, 1996 - ------------------------- Officer Raymond S. Stolarczyk /s/ Thomas E. Bentel President and Chief December 11, 1996 - ------------------------- Operating Officer Thomas E. Bentel /s/ Grant M. Berntson Senior Vice President and December 11, 1996 - ------------------------- Corporate Secretary Grant M. Berntson /s/ James R. Kinney Senior Vice President and December 11, 1996 - ------------------------- Chief Financial Officer James R. Kinney /s/ Paul J. Bielat Director December 11, 1996 - ------------------------- Paul J. Bielat /s/ Myron H. Dudek Director December 11, 1996 - ------------------------- Myron H. Dudek /s/ Patrick J. Flynn Director December 11, 1996 - ------------------------- Patrick J. Flynn /s/ Raymond J. Horvat Director December 11, 1996 - ------------------------- Raymond J. Horvat /s/ Bonnie J. Stolarczyk Director December 11, 1996 - ------------------------- Bonnie J. Stolarczyk