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) October 26, 2009 (October 23, 2009)
Centrue Financial Corporation
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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| 0-28846
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36-3145350 |
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| (Commission File Number)
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(IRS Employer Identification No.) |
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| 7700 Bonhomme Avenue |
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| St. Louis, Missouri
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63105 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s
telephone number, including area code (314) 505-5500
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On October 23, 2009, the board of directors of Centrue Financial Corporation (the “Company”)
approved an amendment to Article VII of the Company’s bylaws concerning indemnification. The
amendment adds a new Section 7.8 to the bylaws which prohibits indemnification to the extent
prohibited by statute, regulation, or similar requirement of the Company’s primary banking
regulator. The bylaws, as amended and restated, are attached hereto as Exhibit 3.1(ii) and are
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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(d) |
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Exhibits. |
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Exhibit Number |
3.1(ii) Bylaws, as amended and restated
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