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)
February 19, 1999
ADIRONDACK FINANCIAL SERVICES BANCORP, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 0-29666 14-1801465
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
52 North Main Street, Gloversville, New York 12078-3084
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (518) 725-6331
N/A
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(Former name or former address, if changed since last report)
Item 5. Other Events
On February 19, 1999, John D. Shepherd, a shareholder of the Company,
filed a complaint against the Company and Richard D. Ruby, its Chairman of the
Board, in the United States District Court for the Northern District of New
York. The action is entitled John D. Shepherd v. Adirondack Financial Services
Bancorp, Inc., and Richard D. Ruby, as Chairman of the Board of Directors of
Adirondack Financial Services Bancorp, Inc., C.A. No. 99-CV-0241.
In his complaint, Mr. Shepherd alleged that he had properly nominated
Leslie M. Apple and Henry J. McDonald as candidates for election as directors of
the Company and that the Company improperly refused to honor such nominations
and to include such nominations in its proxy statement for its Annual Meeting of
Stockholders held on March 4, 1999. The Company believes that Mr. Shepherd's
purported nominations were not made in accordance with the Company's bylaws and
that disclosure of such purported nominations in the Company's proxy statement
is not required by the federal securities laws.
On March 1, 1999, a hearing was held on the Plaintiff's request for a
preliminary injunction against the Company's use of its proxy statement in
connection with the March 4, 1999 stockholder meeting. At that hearing, the
court declined to issue a preliminary injunction indicating that the Plaintiff
had not shown irreparable harm or a substantial likelihood of success on the
merits. As of the date hereof, the case remains pending.
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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 thereunto duly authorized.
ADIRONDACK FINANCIAL SERVICES
BANCORP, INC.
Date: March 15, 1999 By: /s/ Lewis E. Kolar
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Lewis E. Kolar
President and Chief Executive Officer
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