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) May 19, 2004
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LNB Bancorp, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Ohio 000-13203 34-1406303
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
457 Broadway, Lorain, Ohio 44052-1769
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code (440) 244-6000
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 9. REGULATION FD DISCLOSURE
On June 7, 2002, LNB Bancorp, Inc (the "Company") disclosed
that the Securities and Exchange Commission was conducting an
informal inquiry of the Company's purchases of its common shares
during the period of January 2000 to July 2001.
On May 19, 2004, a settlement of a civil action against the
Company, was filed by the Securities and Exchange Commission in the
United States District Court for the Northern District of Ohio. The
government's Complaint alleged that the Company manipulated the
price of the Company's common stock, which is listed on the Nasdaq
National Market, by purchasing stock for retirement plans of Lorain
National Bank, a wholly-owned subsidiary of the Company at or near
the close of the trading day. Named in the Complaint were the
Company, then Company officers Thomas Ryan and Gary Smith, both of
whom have retired, and Gerald S. Falcon and Thomas Eschke who are
officers of Lorain National Bank.
Pursuant to the terms of settlement, the Company voluntarily
consented, without admitting or denying any of the substantive
allegations contained in the Complaint, to the entry of a Final
Order of permanent injunction enjoining it from violating Section
10(b) of the Securities and Exchange Act of 1934 and Rule 10b-5.
Pursuant to the terms of settlement, the Company consented to pay a
civil penalty in an amount totaling $100,000. This amount was
sufficiently accrued in 2002 and this fine will not materially
impact future financial results of the Company.
In the same action, without admitting or denying any of the
substantive allegations contained in the Complaint, former Company
officers Thomas Ryan and Gary Smith, and Lorain National Bank
officers Gerald S. Falcon and Thomas Eschke voluntarily consented to
the entry of a Final Order of permanent injunction enjoining them
from violating Section 10(b) of the Securities and Exchange Act of
1934 and Rule 10b-5. Thomas Ryan consented to a fine of $100,000,
and has voluntarily consented to be barred from serving as an
officer or Board member of any public company. Gary Smith, Gerald S.
Falcon, and Thomas Eschke voluntarily consented to fines of $50,000,
$25,000, and $10,000, respectively.
SIGNATURE
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.
Dated: May 19, 2004
LNB Bancorp, Inc.
By: /s/ Terry M. White
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Terry M. White
Executive Vice President & CFO