UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q/A
Amendment No. 1
(Mark One)
| x | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2011
| ¨ | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For transition period from to
Commission file number 000-27464
BROADWAY FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 95-4547287 | |
| (State or other jurisdiction of | (I.R.S. Employer | |
| incorporation or organization) | Identification No.) |
| 4800 Wilshire Boulevard, Los Angeles, California | 90010 | |
| (Address of principal executive offices) | (Zip Code) |
(323) 634-1700
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated, or a smaller reporting company. See the definition of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large Accelerated Filer | ¨ | Accelerated Filer | ¨ | |||||
| Non-Accelerated Filer | ¨ | Smaller Reporting Company | x | |||||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 1,744,565 shares of the Company’s Common Stock, par value $0.01 per share, were outstanding as of August 9, 2011.
| Page | ||||||
| PART II. | OTHER INFORMATION | |||||
| Item 6. | Exhibits | 1 | ||||
| Signatures | 2 | |||||
| Ex 31.1 | Section 302 Certification of CEO | |||||
| Ex 31.2 | Section 302 Certification of CFO | |||||
| Ex 32 | Section 906 Certifications of CEO and CFO | |||||
Explanatory Note
This Amendment No. 1 on Form 10-Q/A amends the registrant’s Quarterly Report on Form 10-Q for the three months ended June 30, 2011, as filed by the registrant with the Securities and Exchange Commission on August 15, 2011, and is being filed solely to include the 101 XBRL Interactive Data File exhibits required by Item 6. No other items are being amended except as described in this Explanatory Note and this Amendment does not reflect any events occurring after the filing of our original Quarterly Report on Form 10-Q for the three months ended June 30, 2011.
Pursuant to Rules 12b-15 and 13a-14 of the Exchange Act, we are including with this Amendment currently dated certifications of our chief executive officer and chief financial officer.
PART II. OTHER INFORMATION
| EXHIBITS | ||||||
| Exhibit 31.1 | - | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| Exhibit 31.2 | - | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||||
| Exhibit 32 | - | Certifications of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||||
| 101.INS | XBRL Instance Document (1) | |||||
| 101.SCH | XBRL Taxonomy Extension Schema Document (1) | |||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document (1) | |||||
| 101.DEF | XBRL Taxonomy Extension Definitions Linkbase Document (1) | |||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document (1) | |||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document (1) | |||||
| (1) | Pursuant to SEC rules, these interactive data file exhibits shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act or Section 18 of the Exchange Act or otherwise subject to the liability of those sections. |
1
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: August 23, 2011 | By: | /s/ Paul C. Hudson |
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| Paul C. Hudson Chief Executive Officer |
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| Date: August 23, 2011 |
By: | /s/ Samuel Sarpong |
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| Samuel Sarpong Chief Financial Officer |
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2