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): July 3, 2002 Wayne Savings Bancshares, Inc. ------------------------------------------------- (Exact name of registrant as specified in its charter) United States 0-23433 31-1557791 - ---------------------------- --------------------- -------------------- (State or other jurisdiction (Commission File No.) (I.R.S. Employer of incorporation) Identification No.) Registrant's telephone number, including area code: (330) 264-5767 Not Applicable ------------------------------------------ (Former name or former address, if changed since last report) Item 9. Regulation FD Disclosure. ------------------------- Wayne Savings Bancshares, Inc. (the "Registrant") has mailed to its current stockholders its 2002 Annual Report to Stockholders in connection with its upcoming Annual Meeting of Stockholders. Attached as Exhibit 99 is a summary of the financial data contained within the Annual Report to Stockholders. 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. WAYNE SAVINGS BANCSHARES, INC. DATE: July 3, 2002 By: /s/ Charles F. Finn ------------------------------------- Charles F. Finn President and Chief Executive Officer EXHIBIT 99 Wayne Savings Bancshares, Inc. CONSOLIDATED STATEMENTS OF CONDITION (Dollars in thousands, except per share data) March 31, March 31, ASSETS 2002 2001 Cash, cash equivalents, certificates of deposit and investment securities $ 50,169 $ 40,243 Mortgage-backed securities, net (A) 17,326 8,574 Loans receivable, net (A) 251,172 247,480 Federal Home Loan Bank stock 3,767 3,510 Office premises and equipment, net 9,208 8,780 Real estate acquired through foreclosure 19 124 Other assets 3,274 2,929 --------- --------- Total assets $334,843 $311,640 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Deposit accounts $300,957 $277,706 Advances from Federal Home Loan Bank 5,000 6,000 Advances by borrowers for taxes and insurance 880 827 Accounts payable on mortgage loans serviced for others 116 234 Other liabilities 1,843 1,618 --------- --------- Total liabilities 308,796 286,385 Common stock (2,640,835 and 2,638,835 shares of $1.00 par value issued at March 31, 2002 and March 31, 2001, respectively) 2,641 2,639 Additional paid-in capital 14,444 14,436 Retained earnings 10,121 9,150 Less: Treasury stock (70,014 and 57,042 shares respectively) (1,181) (1,003) Unrealized gain on mortgage-backed securities available for sale 22 33 --------- --------- Total stockholders' equity 26,047 25,255 -------- -------- Total liabilities and stockholders' equity $334,843 $311,640 ======= ======= <FN> (A) Includes available for sale classifications. </FN> CONSOLIDATED FINANCIAL HIGHLIGHTS (Dollars in thousands, except per share data) For the three months March 31, 2002 2001 (Unaudited) Quarterly Results Net interest income $2,544 $2,047 Net earnings 549 388 Earnings per share: Basic 0.21 0.15 Diluted 0.21 0.15 Return on average assets (annualized) .66% .50% For the year ended March 31, 2002 2001 Year to Date Results Net interest income $8,961 $8,406 Net earnings 1,823 1,332 Earnings per share: Basic 0.71 0.51 Diluted 0.71 0.51 Return on average assets (unaudited) .56% .45% March 31, March 31, 2002 2001 End of Period Data Total assets $334,843 $311,640 Stockholders' equity to total assets (unaudited) 7.78% 8.10% CONSOLIDATED STATEMENTS OF EARNINGS (Dollars in thousands) Three months ended Year ended March 31, March 31, 2002 2001 2002 2001 (Unaudited) Interest income $5,293 $5,417 $21,309 $21,506 Interest expense 2,749 3,370 12,348 13,100 ----- ----- ------ ------ Net interest income 2,544 2,047 8,961 8,406 Provision for losses on loans 16 21 134 96 ------- ------- -------- --------- Net interest income after provision for loan losses 2,528 2,026 8,827 8,310 Other income 358 279 1,657 1,045 General, administrative and other expense 2,049 1,703 7,722 7,348 ----- ----- ------- ------- Earnings before federal income taxes 837 602 2,762 2,007 Federal income taxes 288 214 939 675 ------ ------ -------- -------- Net earnings $ 549 $ 388 $ 1,823 $ 1,332 ====== ====== ======= =======