SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K12G3
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
March 31, 2003
Eureka Financial Corp.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its Charter)
United States Requested Upon Filing 75-3098403
- ---------------------------- ---------------------- ----------------------
(State or other jurisdiction (SEC File No.) (IRS Employer
of incorporation) Identification Number)
3455 Forbes Avenue at McKee Place, Pittsburgh, Pennsylvania 15213
- ----------------------------------------------------------- ---------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 681-8400
--------------
Not Applicable
-------------------------------------------------------------------------------
(Former name or former address, if changed since last Report)
EUREKA FINANCIAL CORP.
INFORMATION TO BE INCLUDED IN REPORT
------------------------------------
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
- ------- ------------------------------------
On March 31, 2003, Eureka Bank, a federally chartered savings bank
("Bank"), completed its stock holding company reorganization, whereby the Bank
became the wholly owned subsidiary of Eureka Financial Corp., a federally
chartered stock holding company ("Eureka"). Eureka is majority owned by Eureka
Bancorp, MHC, a federal mutual holding company.
Pursuant to an Agreement and Plan of Reorganization dated September 16,
2002, each share of bank common stock, by operation of law, became one share of
common stock of Eureka. Illinois Stock Transfer company is Eureka's transfer
agent.
The common stock of the Company has been registered with the Securities and
Exchange Commission under Section 12(g) of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), and its common stock succeeded the Bank's
common stock on the OTC Bulletin Board and trades under the symbol "EKFC." The
common stock of the Company is deemed registered by succession under Rule
12g-3(a) of the Exchange Act.
The Bank previously filed Exchange Act reports with the Office of Thrift
Supervision, Business Transactions Division, 1700 G Street, N.W. Washington,
D.C. 20052.
A copy of the press release issued April 1, 2003 by the Registrant is
attached hereto as Exhibit 99 and is incorporated herein by reference in its
entirety.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
- --------------------------------------------------------------------------
(a) Financial Statements
The Financial Statements of the Business Acquired will be filed by
amendment on or before May 1, 2003.
(c) Exhibits
2.0 Agreement and Plan of Reorganization
3.1 Federal Stock Charter
3.2 Bylaws
4.0 Form of Stock Certificate
99 Press Release dated April 1, 2003.
----------------------------------------------------
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.
Eureka Financial Corp.
Date: April 1, 2003 By: /s/Edward F. Seserko
-------------------------------------
Edward F. Seserko
President and Chief Executive Officer
(Duly Authorized Officer)