UNITED STATES 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 16, 2008 ES BANCSHARES, INC. ------------------- (Exact Name of Registrant as Specified in its Charter) Maryland 000-52178 20-4663714 - -------------------------------- --------- ----------- (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorporation) Identification No.) 68 North Plank Road, Newburgh, New York 12550 - --------------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (845) 561-0003 -------------- Not Applicable -------------- (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 (see General Instruction A.2. below): [ ] 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)) Item 8.01 Other Events On July 16, 2008, the Board of Directors of ES Bancshares, Inc. (the "Company") issued a press release describing the Board's decision to reduce the exercise price of the Company's Common Stock Purchase Warrants and Organizer Warrants and extend the expiration term of the Company's Common Stock Purchase Warrants. The Board had previously announced that the exercise price of the Company's Common Stock Purchase Warrants and its Organizer Warrants had been reduced from $10.00 to $6.75 and that the expiration date of the Company's Common Stock Purchase Warrants was extended from June 28, 2008 to October 31, 2008. The expiration date of June 28, 2009 for the Company's Organizer Warrants remains unchanged. Item 9.01. Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired: None (b) Pro Forma Financial Information: None (c) Shell Company Transactions: None (d) Exhibits: Exhibit 99.1 Press Release 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. ES BANCSHARES, INC. DATE: July 16, 2008 By: /s/ Arthur W. Budich -------------------------------------- Arthur W. Budich Executive Vice President and Chief Financial Officer