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) September 20, 2012
NORTHEAST COMMUNITY BANCORP, INC.
(Exact Name of Registrant as Specified in Its Charter)
| United States | 0-51852 | 06-178-6701 |
| (State or other jurisdiction of | (Commission | (IRS Employer |
| incorporation) | File Number) | Identification No.) |
| 325 Hamilton Avenue, White Plains, New York | 10601 | |
| (Address of principal executive offices) | (Zip Code) |
(914) 684-2500
(Registrant’s telephone number, including area code)
Not Applicable
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On September 20, 2012, the Board of Directors of Northeast Community Bancorp, Inc. (the “Company”) appointed Eugene M. Magier to the class of directors whose terms expire at the Company’s 2013 Annual Meeting of Shareholders. On the same date, the Board of Directors of the Company’s wholly-owned subsidiary, Northeast Community Bank (the “Bank”), also appointed Mr. Magier as a director of the Bank. Mr. Magier was not appointed as a director pursuant to any arrangement or understanding between him and any other persons.
The Company has not yet determined the committees of the Company’s Board of Directors on which Mr. Magier will serve, if any.
There are no transactions since the beginning of the Company’s last fiscal year, or any currently proposed transaction, in which the Company was or is to be a participant and the amount involved exceeds $120,000, and in which Mr. Magier had or will have a direct or indirect material interest.
| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year |
On September 20, 2012, the Board of Directors of the Company amended Article III, Section 2 of the Company’s bylaws to increase the number of directors from nine to ten. The amended bylaws are filed as Exhibit 3.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (a) | Financial Statements of Businesses Acquired: Not applicable |
| (b) | Pro Forma Financial Information: Not applicable |
| (c) | Shell Company Transactions: Not applicable |
| (d) | Exhibits: |
| Number | Description | |
| 3.1 | Bylaws of Northeast Community Bancorp, Inc., 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.
| Northeast Community Bancorp, Inc. | ||
| Date: September 26, 2012 | By: | /s/ Kenneth A. Martinek |
| Kenneth A. Martinek | ||
| Chairman, President and | ||
| Chief Executive Officer | ||