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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): June 23, 2005
INTERVEST BANCSHARES CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 000-23377 13-3699013
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
1 Rockefeller Plaza, Suite 400 New York, New York 10020-2002
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number Including Area Code: (212) 218-2800
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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))
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SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On June 23, 2005, the Board of Directors of the registrant approved the payment
of cash incentive awards to the following executive officers of the registrant
in the following amounts: Jerome Dansker - $80,000; Lowell S. Dansker - $40,000;
and Lawrence G. Bergman - $20,000. These amounts will be paid to the executive
officers by Intervest Mortgage Corporation, a wholly-owned subsidiary of the
registrant.
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
YEAR
On June 23, 2005, the Board of Directors of the registrant approved an amendment
to the Bylaws of the registrant. The bylaws were amended to: provide that the
Board of Directors may elect a Chief Executive Officer; describe the powers and
authorities of the Chief Executive Officer; and revise the powers and
authorities of the President.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit No. Description
3.1 Bylaws, as amended
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.
INTERVEST BANCSHARES CORPORATION
Date: June 28, 2005 By: /s/ Jerome Dansker
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JEROME DANSKER,
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
(Principal Executive Officer)
Date: June 28, 2005 By: /s/ Lowell S. Dansker
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LOWELL S. DANSKER,
VICE CHAIRMAN, PRESIDENT AND TREASURER
(Principal Financial Officer)
INDEX TO EXHIBITS
Exhibit No. Description
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3.1 Bylaws, as amended.