SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20552
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
March 17, 2005
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Date of Report (Date of earliest event reported)
ASB HOLDING COMPANY
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(Exact name of Registrant as specified in its Charter)
United States 0-31789 56-2317250
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(State or other jurisdiction (File No.) (IRS Employer
of incorporation) Identification Number)
365 Broad Street, Bloomfield, New Jersey 07003
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (974) 748-3600
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Not Applicable
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(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:
|_| Written communications pursuant to Rule 425 under the Securities Act
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act
INFORMATION TO BE INCLUDED IN REPORT
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
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Year
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Effective March 17, 2005, the Registrant adopted an amendment to
Article III Section 15 of its bylaws. Section 15 was amended as follows (added
text is underlined and [[deleted text is in brackets]]):
Section 15. Eligibility Requirement. A person is not eligible to serve
as director or to nominate a person to serve as a director if he or she: (1) is
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under indictment for, or has ever been convicted of, a criminal offense
involving dishonesty or breach of trust and the penalty for such offense could
be imprisonment for more than one year; or (2) is a person against whom a
banking agency has [[, within the past ten years,]] issued a cease and desist
order for conduct involving dishonesty or breach of trust and that order is
final and not subject to appeal; or (3) has been found either by a regulatory
agency whose decision is final and not subject to appeal or by a court to have
(i) breached a fiduciary duty involving personal profit or (ii) committed a
willful violation of any law, rule or regulation governing banking, securities,
commodities or insurance, or any final cease and desist order issued by a
banking, securities, commodities or insurance regulatory agency
Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit
Number Description
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3(ii) Bylaws of ASB Holding Company
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.
ASB HOLDING COMPANY
Date: April 15, 2005 By: /s/Richard M. Bzdek
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Richard M. Bzdek
Executive Vice President and Corporate
Secretary