Amended Securities Registration (section 12(g)) (8-a12g/a)
16 Dezembro 2014 - 9:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Amendment
No. 1 to
FORM 8-A
FOR
REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
LNB Bancorp,
Inc.
(Exact Name of Registrant as Specified in Its Charter)
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Ohio |
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34-1406303 |
(State of Incorporation or Organization) |
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(I.R.S. Employer Identification no.) |
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457 Broadway, Lorain, Ohio |
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44052 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act: None
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Title of Each Class
to be so Registered |
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Name of Each Exchange on Which
Each Class is to be Registered |
N/A |
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N/A |
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If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. ¨ |
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If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. x |
Securities Act registration statement file number to which this form relates:
N/A
Securities to be
registered pursuant to Section 12(g) of the Act:
Rights to Purchase Preferred Shares of LNB Bancorp, Inc.
Item 1. |
Description Of Registrants Securities To Be Registered. |
Effective as of
December 15, 2014, the Rights Agreement, dated as of October 25, 2010, between LNB Bancorp, Inc., an Ohio corporation (the Company), and Computershare Trust Company, N.A., as successor Rights Agent to Registrar and Transfer
Company (the Rights Agent), was amended (the Amendment). The Amendment made the provisions of the Rights Agreement inapplicable to the Agreement and Plan of Merger, dated as of December 15, 2014, by and between the
Company and Northwest Bancshares, Inc. (the Merger Agreement) and the transactions contemplated thereby, including the voting agreements entered into by the members of the Companys Board of Directors and certain executive officers
of the Company as contemplated by the Merger Agreement.
The foregoing summary description of the Amendment is qualified in its entirety
by reference to the full text of the Amendment, a copy of which has been filed as Exhibit 4.1 hereto and which is incorporated by reference herein.
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Exhibit No. |
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Description of Exhibit |
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4.1 |
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Amendment, effective as of December 15, 2014, to the Rights Agreement, dated as of October 25, 2010, between LNB Bancorp, Inc. and Computershare Trust Company, N.A., as successor Rights Agent to Registrar and Transfer Company
(incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K dated December 15, 2014 filed by LNB Bancorp). |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration
statement to be signed on its behalf by the undersigned, thereto duly authorized.
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LNB BANCORP, INC. |
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By: |
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/s/ James H. Nicholson |
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James H. Nicholson |
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Chief Financial Officer |
Date: December 15, 2014
EXHIBIT INDEX
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Exhibit No. |
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Description of Exhibit |
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4.1 |
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Amendment, effective as of December 15, 2014, to the Rights Agreement, dated as of October 25, 2010, between LNB Bancorp, Inc. and Computershare Trust Company, N.A., as successor Rights Agent to Registrar and Transfer
Company (incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K dated December 15, 2014 filed by LNB Bancorp). |
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