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) November 26, 2003
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NATIONAL PENN BANCSHARES, INC.
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(Exact name of registrant as specified in its charter)
Pennsylvania 000-22537-01 23-2215075
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Ident. No.)
Philadelphia and Reading Avenues, Boyertown, PA 19512
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (610) 367-6001
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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Executive Incentive Plan - Amendment
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On November 26, 2003, the Board of Directors of National Penn
Bancshares, Inc. ("National Penn") amended and restated the National Penn
Bancshares, Inc. Executive Incentive Plan. Under the amended and restated Plan,
National Penn's annual financial performance will be measured by earnings per
share targets, not return on equity peer group comparisons. The amendment and
restatement is effective January 1, 2004. A copy of the amended and restated
Executive Incentive Plan is filed herein as Exhibit 10.1.
Executive Management Changes
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On November 26, 2003, the board of directors of National Penn approved
certain changes in National Penn's executive management to take effect on
December 9, 2003. A copy of National Penn's press release dated December 10,
2003 is filed herein as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits.
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10.1 National Penn Bancshares, Inc. Executive Incentive Plan, as
amended and restated.
99.1 Press Release of National Penn Bancshares, Inc. dated December
10, 2003.
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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.
NATIONAL PENN BANCSHARES, INC.
By /s/Wayne R. Weidner
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Name: Wayne R. Weidner
Title: Chairman and Chief
Executive Officer
Dated: December 10, 2003
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EXHIBIT INDEX
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Exhibit Number Description
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10.1 National Penn Bancshares, Inc. Executive Incentive Plan, as
amended and restated.
99.1 Press Release of National Penn Bancshares, Inc. dated December
10, 2003.
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